ALGER DEFINED CONTRIBUTION TRUST
485BPOS, 1996-02-27
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              As filed with the Securities and Exchange Commission
                              on February 27, 1996
    

                        Securities Act File No. 33-68124
                    Investment Company Act File No. 811-7986

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington D. C. 20549

                                                                       ---
     REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933           ---
 
                                                                       ---
          Pre-Effective Amendment No.                                  ---

   
                                                                       ---
          Post-Effective Amendment No.  4                               X 
                                                                       ---
    

                                     and/or
                                                                       ---
     REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940   ---

   
                                                                       ---
          Amendment No.  6                                              X
                                                                       ---
          (Check appropriate box or boxes)
    

                      THE ALGER DEFINED CONTRIBUTION TRUST
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

         75 MAIDEN LANE
         NEW YORK, NEW YORK                                      10038
- --------------------------------------------------------------------------------
of Principal Executive Offices)                                (Zip Code)

Registrant's Telephone Number, including Area Code:             212-806-8800

                               MR. GREGORY S. DUCH
                           FRED ALGER MANAGEMENT, INC.
                                 75 MAIDEN LANE
                               NEW YORK, NY 10038
- --------------------------------------------------------------------------------
                     (Name and Address of Agent for Service)

                              Page 1 of ____ Pages
                           Exhibit Index at Page ____

<PAGE>

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

- ---
 x                immediately upon filing pursuant to paragraph (b), or
- ---


- ---
                  on [date] pursuant to paragraph (b), or
- ---


- ---
                  60 days after filing pursuant to paragraph (a), or
- ---


- ---
                  on [date] pursuant to paragraph (a) of Rule 485
- ---
                                ----------------

                       DECLARATION PURSUANT TO RULE 24f-2
    

         Registrant has registered an indefinite  number or amount of securities
under the Securities Act of 1933, as amended, pursuant to Rule 24f-2(a)(1) under
the  Investment  Company  Act of 1940,  as  amended.  The Rule 24f-2  Notice for
Registrant's fiscal year ended October 31, 1995 was filed on December 28, 1995.

<PAGE>


PROSPECTUS
- ----------
                      THE ALGER DEFINED CONTRIBUTION TRUST
                      ------------------------------------
                                 75 Maiden Lane
                            New York, New York 10038
                                 (800) 992-3362


     The  Alger  Defined   Contribution  Trust  (the  "Fund")  is  a  registered
investment  company--a  mutual  fund--that  presently  offers  interests in four
Portfolios. Each Portfolio has distinct investment objectives and policies and a
shareholder's  interest  is  limited  to the  Portfolio  in which he or she owns
shares. The investment  objectives of each Portfolio are highlighted on page ii.
The four Portfolios are:
           o Alger Defined Contribution Small Cap Portfolio
           o Alger Defined Contribution MidCap Growth Portfolio
           o Alger Defined Contribution Growth Portfolio
           o Alger Defined Contribution Leveraged AllCap Portfolio
     Shares of the  Portfolios  are  available  for  investment  without a sales
charge to defined  contribution  retirement  plans (the "Plans")  which elect to
make the Fund an investment option for participants in such Plans.
     SHARES OF THE FUND ARE NOT DEPOSITS OR  OBLIGATIONS  OF, OR  GUARANTEED  OR
ENDORSED BY ANY BANK,  AND THE SHARES ARE NOT  FEDERALLY  INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY.

   
     This Prospectus, which should be retained for future reference, is designed
to provide you with certain  essential  information  that you should know before
investing.  A "Statement  of  Additional  Information"  dated  February 27, 1996
containing further information about the Fund has been filed with the Securities
and Exchange Commission and is incorporated by reference into this Prospectus. A
copy of the Statement of Additional Information may be obtained, without charge,
by  contacting   the  Fund  at  the  address  or  phone  number  above.   
    

                          FRED ALGER MANAGEMENT, INC.
                          ---------------------------
                               Investment Manager


                       FRED ALGER & COMPANY, INCORPORATED
                       ----------------------------------
                                  Distributor

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

   
                                FEBRUARY 27, 1996
    
  
<PAGE>

- --------------------------------------------------------------------------------
                                    CONTENTS



                                                  PAGE
                                                  ----
The Portfolios' Expenses.........................   i
Financial Highlights.............................  iv
The Alger Defined Contribution Trust
   Financial Highlights..........................   v
The Alger Defined Contribution Trust.............   1
Fred Alger Management, Inc.......................   1
Investment Objectives and Policies...............   1
  All Portfolios.................................   2
  Alger Defined Contribution
     Small Cap Portfolio.........................   3
  Alger Defined Contribution
     MidCap Growth Portfolio.....................   3
  Alger Defined Contribution
     Growth Portfolio............................   3
Alger Defined Contribution
     Leveraged AllCap Portfolio..................   3
Selecting Among the Portfolios...................   4
Certain Securities and Investment
   Techniques....................................   4
Management.......................................   8
Net Asset Value..................................  10
Purchases and Redemptions........................  10
Dividends and Distributions......................  11
Taxes............................................  11
Organization.....................................  12
Performance......................................  12
   
Investor and Shareholder Information.............  13
    

- --------------------------------------------------------------------------------
                                       ii
<PAGE>
- --------------------------------------------------------------------------------
THE PORTFOLIOS' EXPENSES

   The Table  below is  designed  to assist an  investor  in the  Portfolios  in
understanding  the various  costs and expenses that he or she will bear directly
or indirectly.  The Table does not reflect any charges or deductions  which are,
or may be, imposed by the Plans.

   The Example below assumes that all dividends and distributions are reinvested
and that the annual  percentage  amounts  listed  under  Annual  Fund  Operating
Expenses remain the same in each of the periods shown. THE EXAMPLE SHOULD NOT BE
CONSIDERED A REPRESENTATION  OF FUTURE EXPENSES;  ACTUAL EXPENSES MAY BE GREATER
OR LESS THAN THOSE SHOWN.
<TABLE>
<CAPTION>
                                                                        ALGER     ALGER                 ALGER
                                                                       DEFINED    DEFINED    ALGER     DEFINED
                                                                        CONTRI    CONTRI-   DEFINED     CONTRI-
                                                                        BUTION    BUTION     CONTRI-    BUTION
                                                                        SMALL     MIDCAP     BUTION    LEVERAGED
                                                                         CAP      GROWTH     GROWTH     ALLCAP
                                                                      PORTFOLIO  PORTFOLIO  PORTFOLIO  PORTFOLIO
                                                                      ---------  ---------  ---------  ---------
<S>                                                                     <C>        <C>        <C>        <C>  
SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Load Imposed on Purchases............................     None       None       None       None
Maximum Sales Load Imposed on Reinvested Dividends.................     None       None       None       None
Deferred Sales Load................................................     None       None       None       None
Redemption Fees....................................................     None       None       None       None
ANNUAL FUND OPERATING EXPENSES
  (AS A PERCENTAGE OF AVERAGE NET ASSETS)
Management Fees....................................................      .85%       .80%       .75%       .85%
   
Other Expenses.....................................................      .28        .43        .36       1.85
                                                                        ----       ----       ----       ----
Total Fund Expenses................................................     1.13%      1.23%      1.11%      2.70% 
                                                                        ====       ====       ====       ==== 

EXAMPLE
You would pay the  following  expenses on a $1,000  investment,  assuming (1) 5%
  annual return and (2) redemption at the end of each time period:

One Year...........................................................       12         13         11         27
Three Years........................................................       36         39         35         84
Five Years.........................................................       62         68         61        143
Ten Years..........................................................      137        149        135        303
    
</TABLE>


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

                                      iii
<PAGE>

                              FINANCIAL HIGHLIGHTS

   
The Financial  Highlights  have been audited by Arthur  Andersen LLP, the Fund's
independent public accountants,  as indicated in their report dated December 19,
1995 on the  Fund's  financial  statements  as of  October  31,  1995  which are
included  in the Fund's  Statement  of  Additional  Information.  The  Financial
Highlights  should be read in conjunction with the Fund's  financial  statements
and related notes. The Statement of Additional  Information may be obtained from
the  Fund  without  charge.  
    

       

   
THE  ALGER  DEFINED  CONTRIBUTION  TRUST  
FINANCIAL HIGHLIGHTS

For a share outstanding throughout the year ended October 31, 1995

<TABLE>
<CAPTION>
                                                                                     MIDCAP          LEVERAGED
                                                 GROWTH          SMALL CAP           GROWTH            ALLCAP
                                                PORTFOLIO        PORTFOLIO          PORTFOLIO         PORTFOLIO
                                                ---------        ---------          ---------         ---------

<S>                                            <C>               <C>               <C>                <C>    
Net asset value, beginning of year..........     $ 10.38           $ 10.83           $ 11.66           $ 10.08
                                                --------          --------          --------           -------
Net investment (loss).......................       (0.01)            (0.07)            (0.07)            (0.19)
Net realized and unrealized gain on
  investments...............................        3.59              7.23              6.07              5.30
                                                --------          --------          --------           -------
    Total from investment operations........        3.58              7.16              6.00              5.11
Distribution from net realized gains........       (2.31)            (0.07)            (1.32)            (2.47)
                                                --------          --------          --------           -------
Net asset value, end of year................     $ 11.65           $ 17.92           $ 16.34           $ 12.72
                                                ========          ========          ========           =======
Total Return................................        37.1%            66.2%             54.1%             54.4%
                                                ========          ========          ========           =======
Ratios and Supplemental Data:
  Net assets, end of year (000's omitted) ..    $ 13,042          $ 23,002          $ 10,914           $ 8,116
                                                ========          ========          ========           =======
  Ratio of expenses excluding interest
    to average net assets(i)................        1.11%             1.13%             1.23%             1.43%
                                                ========          ========          ========           =======
  Ratio of expenses including interest
    to average net assets...................        1.11%             1.13%             1.23%             2.70%
                                                ========          ========          ========           =======
  Ratio of net investment income (loss)
    to average net assets...................        (.18%)            (.73%)            (.69%)           (2.32%)
                                                ========          ========          ========           =======
Portfolio Turnover Rate.....................      133.42%           104.84%           132.74%           188.53%
                                                ========          ========          ========           =======

Debt outstanding at end of year...................................................................   $ 302,600
                                                                                                     =========
Average amount of debt outstanding during the year................................................   $ 939,600
                                                                                                     =========
Average daily number of shares outstanding during the year........................................     565,805
                                                                                                     =========
Average amount of debt per share during the year..................................................   $    1.66
                                                                                                     =========
- --------------------------------------------------------------------------------
(i)Reflects  total  expenses,  including  fees offset by earnings  credits.  The
   expense ratio net of earnings credits would have been 1.08%, 1.06%, 1.16% and
   2.66% for the Growth Portfolio, Small Cap Portfolio,  MidCap Growth Portfolio
   and Leveraged AllCap Portfolio, respectively.
</TABLE>
- --------------------------------------------------------------------------------
    
                                       iv
<PAGE>

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

   

THE ALGER DEFINED CONTRIBUTION TRUST
FINANCIAL HIGHLIGHTS

For a share outstanding throughout the period from
  November 8, 1993 (commencement of operations) through October 31, 1994*

<TABLE>
<CAPTION>
                                                           ALGER         ALGER                         ALGER
                                                          DEFINED       DEFINED         ALGER         DEFINED
                                                       CONTRIBUTION  CONTRIBUTION      DEFINED     CONTRIBUTION
                                                           SMALL        MIDCAP      CONTRIBUTION     LEVERAGED
                                                            CAP         GROWTH         GROWTH         ALLCAP
                                                         PORTFOLIO     PORTFOLIO      PORTFOLIO      PORTFOLIO
                                                         ---------     ---------      ---------      ---------
<S>                                                        <C>            <C>           <C>            <C>    
Net asset value, beginning of period.................      $10.00         $10.00        $10.00         $10.00
                                                           ------         ------        ------         ------
Net investment (loss)................................       (0.07)         (0.09)        (0.03)         (0.23)
Net realized and unrealized gain on investments......         .90           1.75           .41            .31
                                                           ------         ------        ------         ------
    Total from investment operations.................         .83           1.66           .38            .08
                                                           ------         ------        ------         ------
Net asset value, end of period.......................      $10.83         $11.66        $10.38         $10.08
                                                           ======         ======        ======         ======
Total Return.........................................        8.30%         16.60%         3.80%           .80%
                                                           ======         ======        ======         ======
Ratios and Supplemental Data:
  Net assets, end of period (000's omitted)..........      $9,513         $6,774        $9,365         $5,251
                                                           ======         ======        ======         ======
  Ratio of expenses excluding interest
    to average net assets............................        1.47%          1.53%         1.26%          1.78%
                                                           ======         ======        ======         ======
  Ratio of expenses including interest
    to average net assets............................        1.47%          1.53%         1.26%          2.87%
                                                           ======         ======        ======         ======
  Ratio of net investment income (loss)
    to average net assets............................        (.80)%         (.89)%        (.29)%        (2.53)%
                                                           ======         ======        ======         ======
Portfolio Turnover Rate..............................      186.76%        134.06%       103.79%        229.11%
                                                           ======         ======        ======         ====== 

Debt outstanding at end of period...............................................................     $955,600
                                                                                                     ========
Average amount of debt outstanding during the period............................................     $826,076
                                                                                                     ========
Average daily number of shares outstanding during the period....................................      515,270
                                                                                                     ========
Average amount of debt per share during the period..............................................        $1.60
                                                                                                     ========
* Ratios have been annualized; total return has not been annualized.
    
</TABLE>
- --------------------------------------------------------------------------------
                                       v
<PAGE>
                      THE ALGER DEFINED CONTRIBUTION TRUST

   The Fund is a diversified, open-end management investment company that offers
a selection of four Portfolios,  each with the investment objective of long-term
capital appreciation. Shares of the Portfolios are only available for investment
through defined contribution  retirement plans (the "Plans") which elect to make
the Fund an  investment  option for  participants  in such  Plans.  Individuals,
including participants in such Plans, cannot directly invest in the Fund but may
do so only through a  participating  Plan.  The Fund  reserves the right to make
shares of the Portfolios available to other investors, as may be approved by the
Trustees  from  time to  time.  The  Fund's  Board  of  Trustees  may  establish
additional Portfolios at any time.

   Only the Plans may be record holders of the shares of the Portfolios.  Within
the   limitations   applicable  to  a  Plan,  a  participant  in  such  Plan  (a
"Participant")  may direct the Plan to  purchase  or redeem  shares of the Fund.
Participants  in a Plan cannot contact the Fund directly to request the purchase
or redemption of the  Portfolios'  shares.  Instead,  Participants  must contact
their  Plan  Sponsor  or its agent  designated  for the  purpose  of  processing
purchase and redemption requests.  References in this Prospectus to shareholders
are to Plan Sponsors as the record holders of the Fund's  shares.  The assets of
the Fund are not plan assets of any of the Plans.


                           FRED ALGER MANAGEMENT, INC.
   
   Subject to the  supervision  and  direction  of the Fund's Board of Trustees,
Alger  Management is  responsible  for the overall  administration  of the Fund,
manages the Portfolios in accordance with the Portfolios'  investment objectives
and stated investment  policies,  makes investment decisions for the Portfolios,
places orders to purchase and sell  securities on behalf of the  Portfolios  and
employs   professional   securities   analysts  who  provide  research  services
exclusively to the  Portfolios and other accounts for which Alger  Management or
its  affiliates  serve as  investment  adviser.  Alger  Management  is generally
engaged in the  business of  rendering  investment  advisory  services to mutual
funds, institutions and, to a lesser extent,  individuals.  Alger Management has
been engaged in the business of rendering  investment  advisory  services  since
1964  and  as of  December  31,  1995,  had  approximately  $4.8  billion  under
management--$3.0  billion  in mutual  fund  accounts  and $1.8  billion in other
advisory accounts.
    


                              INVESTMENT OBJECTIVES
                                  AND POLICIES

   The  following  is a  brief  description  of the  investment  objectives  and
policies  of each  Portfolio.  No  assurance  can be given that any  Portfolio's
objective(s) will be achieved.  Certain instruments and techniques  discussed in
this  summary  are  described  in greater  detail in this  Prospectus  under the
caption "Certain  Securities and Investment  Techniques" and in the Statement of
Additional Information.

   The  Statement  of  Additional   Information   contains  specific  investment
restrictions that govern the Portfolios' investments. These restrictions and the
Portfolios' investment objectives are "fundamental"  policies,  which means that
they may not be changed  without a majority vote of shareholders of the affected
Portfolio.  Except for the investment objectives and the investment restrictions
specifically  identified as fundamental,  all investment  policies and practices
described in this Prospectus and in the Statement of Additional  Information are
not  fundamental,  so the  Fund's  Board of  Trustees  may change  them  without
shareholder approval. The fundamental  restrictions applicable to the Portfolios
include,  among  others,  (i) a  prohibition  on any  Portfolio's  purchasing  a
security,  other than obligations  issued or guaranteed by the U. S. Government,
its  agencies or  instrumentalities  ("U. S.  Government  securities"),  if as a

                                       1
<PAGE>

result more than five percent of the assets of the  Portfolio  would be invested
in the securities of the issuer or the Portfolio  would own more than 10 percent
of the outstanding voting securities of the issuer,  except that 25 percent of a
Portfolio's  total  assets may be invested  without  regard to the five  percent
limitation; (ii) a prohibition on any Portfolio's investing more than 25 percent
of its total assets in the  securities of issuers in a particular  industry with
exceptions  for U.S.  Government  securities;  and  (iii) a  prohibition  on any
Portfolio's  borrowing  money or pledging  its assets,  except for  temporary or
emergency  purposes  in an amount not  exceeding  10 percent of the  Portfolio's
total  assets,  except  that the Alger  Defined  Contribution  Leveraged  AllCap
Portfolio  may borrow for  investment  purposes  (see  "Certain  Securities  and
Investment Techniques--Leverage Through Borrowing").

   Each   Portfolio  may  invest  a  portion  of  its  assets  in  money  market
instruments,  including,  but not limited  to,  certificates  of  deposit,  time
deposits  and  bankers'   acceptances   issued  by  domestic   bank  and  thrift
institutions,  U.S.  Government  securities,  commercial  paper  and  repurchase
agreements.

   No Portfolio will invest more than 15 percent of its net assets in "illiquid"
securities,  which include restricted securities,  securities for which there is
no readily available market and repurchase agreements with maturities of greater
than seven days; however, restricted securities that are determined by the Board
of  Trustees  to be liquid are not  subject  to this  limitation  (see  "Certain
Securities and Investment Techniques--Restricted Securities"). In addition, each
Portfolio  will limit its  investments  in warrants  and rights to not more than
five  percent of its net  assets,  of which not more than two percent of its net
assets may be invested in warrants  not listed on a  recognized  domestic  stock
exchange.  Warrants or rights  acquired as part of a unit attached to securities
at the time of acquisition  are not subject to these  limitations,  which may be
changed without shareholder approval. Each Portfolio may lend its securities and
enter into "short sales against the box." See "Certain Securities and Investment
Techniques."  The  Portfolios  will only invest in convertible  debt  securities
rated in one of the three highest rating categories by any nationally recognized
statistical  rating  organization  ("NRSRO").  See the  Statement of  Additional
Information for a description of these ratings.


ALL PORTFOLIOS

   The investment objective of each Portfolio is long-term capital appreciation.
Income  is a  consideration  in  the  selection  of  investments  but  is not an
investment  objective  of a  Portfolio.  Each  Portfolio  seeks to  achieve  its
objective by investing in equity securities,  such as common or preferred stocks
or securities convertible into or exchangeable for equity securities,  including
warrants  and  rights.  The  capitalization  criteria  outlined  below  for each
Portfolio are not mutually  exclusive and a given  security may be owned by more
than one or all of the Portfolios.

   It is  anticipated  that each  Portfolio  will invest  primarily in companies
whose   securities   are  traded  on  domestic   stock   exchanges   or  in  the
over-the-counter  market.  These  companies  may  still be in the  developmental
stage,  may be older  companies that appear to be entering a new stage of growth
progress  owing to factors  such as  management  changes or  development  of new
technology,  products  or  markets or may be  companies  providing  products  or
services with a high unit volume growth rate. The risks involved in investing in
smaller  companies are discussed below under "Alger Defined  Contribution  Small
Cap  Portfolio."  In order to  afford  the  Portfolio  the  flexibility  to take
advantage of new opportunities for investments in accordance with its investment
objective,  the  Portfolio  may hold up to 15 percent of its net assets in money

                                       2
<PAGE>

market instruments and repurchase agreements and in excess of that amount during
temporary  defensive periods.  This amount may be higher than that maintained by
other funds with similar  investment  objectives.  See "Certain  Securities  and
Investment Techniques."


ALGER DEFINED CONTRIBUTION SMALL
CAP PORTFOLIO

   
   Except during temporary defensive periods, the Portfolio invests at least 65%
of its total  assets in equity  securities  of  companies  that,  at the time of
purchase of the securities, have "total market  capitalization"--present  market
value per share multiplied by the total number of shares outstanding--within the
range of companies included in the Russell 2000 Growth Index, updated quarterly.
The Russell  2000 Growth  Index is  designed to track the  performance  of small
capitalization  companies.  As  of  December  31,  1995,  the  range  of  market
capitalization of these companies was $20 million to $2.2 billion. The Portfolio
may invest up to 35% of its total assets in equity securities of companies that,
at the time of purchase,  have total market capitalization  outside the range of
companies included in the Russell 2000 Growth Index and in excess of that amount
(up to 100% of its assets) during temporary defensive periods.
    

   Investing in smaller,  newer  issuers  generally  involves  greater risk than
investing in larger, more established issuers.  Companies in which the Portfolio
is likely  to invest  may have  limited  product  lines,  markets  or  financial
resources and may lack management depth. The securities issued by such companies
may have  limited  marketability  and may be subject  to more  abrupt or erratic
market movements than securities of larger,  more  established  companies or the
market averages in general.  Accordingly, an investment in the Portfolio may not
be appropriate for all investors.


ALGER DEFINED CONTRIBUTION MIDCAP
GROWTH PORTFOLIO

   
   Except during temporary defensive periods, the Portfolio invests at least 65%
of its total  assets in equity  securities  of  companies  that,  at the time of
purchase of the securities, have total market capitalization within the range of
companies  included  in the S&P  MidCap 400 Index,  updated  quarterly.  The S&P
MidCap 400 Index is designed to track the  performance of medium  capitalization
companies.  As of December 31, 1995, the range of market capitalization of these
companies was $118 million to $7.5  billion.  The Portfolio may invest up to 35%
of its total  assets in equity  securities  of  companies  that,  at the time of
purchase,  have  total  market  capitalization  outside  the range of  companies
included in the S&P MidCap 400 Index and in excess of that amount (up to 100% of
its assets) during temporary defensive periods.
    


ALGER DEFINED CONTRIBUTION GROWTH PORTFOLIO

   Except during temporary defensive periods,  the Portfolio invests at least 65
percent of its total assets in equity  securities of companies that, at the time
of purchase of the securities, have total market capitalization of $1 billion or
greater.

   The  Portfolio  may  invest up to 35  percent  of its total  assets in equity
securities  of  companies  that,  at the time of  purchase,  have  total  market
capitalization of less than $1 billion.


ALGER DEFINED CONTRIBUTION LEVERAGED
ALLCAP PORTFOLIO

   Except during temporary defensive periods,  the Portfolio invests at least 85
percent of its net assets in equity  securities  of companies  of any size.  The
Portfolio  may purchase  put and call options and sell (write)  covered call and
put options on securities and  securities  indexes to increase gain and to hedge
against the risk of  unfavorable  price  movements,  and may enter into  futures

                                       3
<PAGE>

contracts  on  securities  indexes and purchase and sell call and put options on
these futures contracts. The Portfolio may also borrow money for the purchase of
additional  securities.  The  Portfolio  may borrow  only from banks and may not
borrow  in  excess  of  one-third  of  the  market  value  of its  assets,  less
liabilities  other than such borrowing.  See "Certain  Securities and Investment
Techniques."


                         SELECTING AMONG THE PORTFOLIOS

   Set forth  below is  information  that may be of  assistance  in  selecting a
Portfolio suitable for a particular  investor's needs. Further assistance in the
investment  process is available by calling  (800)  992-3362.  Available at this
number will be licensed,  registered representatives who are knowledgeable about
the Fund and each of the Portfolios. There is no charge for making this call.

   Each of the Portfolios, like all other investments,  can provide two types of
return:  income return and capital return.  Income return is the income received
from an investment,  such as interest on bonds and money market  instruments and
dividends from common and preferred stocks.  Capital return is the change in the
market  value of an  investment,  such as an  increase  in the price of a common
stock or of shares of a Portfolio.  Total return is the sum of income return and
capital return. Thus, if a Portfolio over a year produces four percent in income
return and its shares  increase in value by three  percent,  its total return is
seven  percent.  In general,  the more that capital  return is  emphasized  over
income  return  in an  investment  program,  the more risk  associated  with the
program.

   Growth funds such as the  Portfolios  seek  primarily  capital  return.  They
invest  primarily  in common  stocks and offer the  opportunity  of the greatest
return  over the long term but can be risky since their  prices  fluctuate  with
changes  in stock  market  prices,  as  described  in the  preceding  paragraph.
Further,  growth  funds  that  invest in  smaller  companies,  such as the Alger
Defined Contribution Small Cap Portfolio,  offer potential for significant price
gains if the  companies  are  successful,  but  there is also the risk  that the
companies will not succeed and the price of the  companies'  shares will drop in
value. Growth funds that invest in larger, more established  companies,  such as
the  Alger  Defined   Contribution   Growth  Portfolio  and  the  Alger  Defined
Contribution   MidCap  Growth   Portfolio,   generally  offer   relatively  less
opportunity  for capital  return but a greater  degree of safety.  In  addition,
funds that leverage through  borrowing,  such as the Alger Defined  Contribution
Leveraged   AllCap   Portfolio,   offer  an  opportunity   for  greater  capital
appreciation, but at the same time increase exposure to capital risk.

   Investors   considering   equity  investing  through  the  Portfolios  should
carefully  consider the inherent risks.  Expectations of future  inflation rates
should be  considered  in making  investment  decisions and even though over the
long term stocks may present attractive opportunities,  the results of an equity
investment managed by a particular management firm may not match the market as a
whole.


                             CERTAIN SECURITIES AND
                              INVESTMENT TECHNIQUES

REPURCHASE AGREEMENTS

   Under the terms of a repurchase  agreement,  a Portfolio would acquire a high
quality money market  instrument for a relatively short period (usually not more
than one week)  subject to an obligation  of the seller to  repurchase,  and the
Portfolio  to resell,  the  instrument  at an agreed  price  (including  accrued
interest) and time, thereby determining the yield during the Portfolio's holding
period.

                                       4
<PAGE>

SHORT SALES

   Each  Portfolio may sell  securities  "short  against the box." While a short
sale is the sale of a security  the  Portfolio  does not own, it is "against the
box" if at all times when the short position is open the Portfolio owns an equal
amount of the securities or securities convertible into, or exchangeable without
further  consideration for,  securities of the same issue as the securities sold
short.


RESTRICTED SECURITIES

   Each  Portfolio may invest in  restricted  securities,  which are  securities
subject to legal or contractual restrictions on their resale. These restrictions
might prevent the sale of the  securities at a time when a sale would  otherwise
be desirable.  In order to sell  securities  that are not  registered  under the
federal  securities  laws it may be  necessary  for the  Portfolio  to bear  the
expense of  registration.  No  restricted  securities  will be  acquired  if the
acquisition would cause the aggregate value of all illiquid securities to exceed
15 percent of the Portfolio's net assets.

   The Portfolios may invest in restricted  securities issued under Rule 144A of
the  Securities  Act of 1933. In adopting Rule 144A, the Securities and Exchange
Commission specifically stated that restricted securities traded under Rule 144A
may be treated as liquid for purposes of investment  limitations if the board of
trustees  (or the fund's  adviser  acting  subject to the  board's  supervision)
determines that the securities are in fact liquid.  Examples of factors that the
Fund's Board of Trustees will take into account in evaluating the liquidity of a
Rule 144A security,  both with respect to the initial purchase and on an ongoing
basis,  will include,  among others:  (1) the frequency of trades and quotes for
the security; (2) the number of dealers willing to purchase or sell the security
and the number of other potential purchasers;  (3) dealer undertakings to make a
market in the security; and (4) the nature of the security and the nature of the
marketplace trades (e.g., the time needed to dispose of the security, the method
of soliciting  offers and the mechanics of  transfer).  In accordance  with Rule
144A,  the  Board  has  delegated  its  responsibility  to Alger  Management  to
determine the  liquidity of each  restricted  security  purchased by a Portfolio
pursuant to the Rule,  subject to the  Board's  oversight  and  review.  Because
institutional  trading in restricted  securities  is  relatively  new, it is not
possible to predict how  institutional  markets will develop.  If  institutional
trading  in  restricted  securities  were to  decline  to  limited  levels,  the
liquidity of the Fund's portfolios could be adversely affected.


LENDING OF PORTFOLIO SECURITIES

   In order to generate income and to offset  expenses,  each Portfolio may lend
portfolio  securities  to brokers,  dealers and other  financial  organizations.
Loans of  securities  by a  Portfolio,  if and when made,  may not exceed  331/3
percent of the  Portfolio's  total  assets and will be  collateralized  by cash,
letters of credit or U. S.  Government  securities  that are  maintained  at all
times in an amount equal to at least 100 percent of the current  market value of
the loaned securities.


OPTIONS TRANSACTIONS

   The Alger Defined  Contribution  Leveraged  AllCap  Portfolio may purchase or
sell (that is,  write)  listed  options on  securities  as a means of  achieving
additional  return or of hedging the value of its  portfolio.  The Portfolio may
write  covered  call  options on common  stocks that it owns or has an immediate
right to acquire through conversion or exchange of other securities in an amount
not to exceed 25% of total  assets.  The  Portfolio may only buy or sell options
that are listed on a national securities exchange.

   A call option is a contract  that gives the holder of the option the right to
buy from the writer  (seller) of the call option,  in return for a premium paid,

                                       5
<PAGE>

the security  underlying  the option at a specified  exercise  price at any time
during the term of the option.  The writer of the call option has the obligation
upon exercise of the option to deliver the  underlying  security upon payment of
the exercise price during the option period.

   A put option is a contract that, in return for the premium,  gives the holder
of the option the right to sell to the writer  (seller) the underlying  security
at a specified  price during the term of the option.  The writer of the put, who
receives the premium,  has the  obligation to buy the  underlying  security upon
exercise, at the exercise price during the option period.

   If the  Portfolio has written an option,  it may terminate its  obligation by
effecting a closing purchase transaction.  This is accomplished by purchasing an
option of the same  series as the  option  previously  written.  There can be no
assurance that a closing purchase transaction can be effected when the Portfolio
so desires.

   An option may be closed out only on an  exchange  that  provides a  secondary
market for an option of the same series.  Although the Portfolio  will generally
purchase or write only those  options  for which  there  appears to be an active
secondary  market,  there is no assurance that a liquid  secondary  market on an
exchange will exist for any particular  option.  The Portfolio will not purchase
options if, as a result,  the aggregate cost of all outstanding  options exceeds
10% of the Portfolio's total assets,  although no more than 5% will be committed
to transactions entered into for non-hedging purposes.

   The Portfolio may write put and call options on stock indexes for the purpose
of increasing its gross income and to protect its portfolio  against declines in
the value of the  securities  it owns or increases in the value of securities to
be acquired.  In addition,  the  Portfolio  may purchase put and call options on
stock indexes in order to hedge its investments against a decline in value or to
attempt  to reduce  the risk of missing a market or  industry  segment  advance.
Options on stock indexes are similar to options on specific securities. However,
because  options on stock  indexes do not involve the delivery of an  underlying
security,  the option  represents  the holder's right to obtain from the writer,
cash in an amount equal to a fixed  multiple of the amount by which the exercise
price exceeds (in the case of a put) or is less than (in the case of a call) the
closing value of the  underlying  stock index on the exercise  date.  Therefore,
while one purpose of writing such options is to generate  additional  income for
the Portfolio,  the Portfolio  recognizes  that it may be required to deliver an
amount of cash in excess of the market value of a stock index at such time as an
option  written by the  Portfolio is  exercised  by the holder.  The writing and
purchase of options is a highly specialized  activity which involves  investment
techniques and risks  different from those  associated  with ordinary  portfolio
securities  transactions.  The  successful  use of  protective  puts for hedging
purposes depends in part on Alger  Management's  ability to predict future price
fluctuations  and the degree of  correlation  between the options and securities
markets.


STOCK INDEX FUTURES AND OPTIONS ON
STOCK INDEX FUTURES

   The Alger Defined  Contribution  Leveraged  AllCap Portfolio may purchase and
sell stock index futures contracts and options on stock index futures contracts.
These  investments  may be made  solely for  hedging or other  permissible  risk
management  purposes,  such as protecting  the price of a security the Portfolio
intends to buy, but not for purposes of speculation.  Aggregate  initial margins
and  premiums  on  such  investments  may  not  constitute  more  than 5% of the
Portfolio's  assets.   Hedging  and  other  risk  management   transactions  are
undertaken  to reduce or  eliminate  any of several  kinds of price  fluctuation

                                       6
<PAGE>

risk. For example,  put options on futures might be purchased to protect against
declines in the market  values of  securities  occasioned  by a decline in stock
prices and securities  index futures might be sold to protect  against a general
decline in the value of securities of the type that comprise the index.

   A stock index future  obligates  the seller to deliver (and the  purchaser to
take) an amount of cash equal to a specific  dollar amount times the  difference
between the value of a specific stock index at the close of the last trading day
of the  contract  and the  price at which the  agreement  is made.  No  physical
delivery of the  underlying  stocks in the index is made.  With respect to stock
indexes that are permitted  investments,  the Portfolio  intends to purchase and
sell futures contracts on the stock index for which it can obtain the best price
with considerations also given to liquidity.  While incidental to its securities
activities, the Portfolio may use index futures as a substitute for a comparable
market position in the underlying securities.

   There can be no assurance of the  Portfolio's  successful  use of stock index
futures as a hedging device. Due to the risk of an imperfect correlation between
securities in the Portfolio  that are the subject of a hedging  transaction  and
the futures  contract  used as a hedging  device,  it is possible that the hedge
will not be fully  effective  in that,  for  example,  losses  on the  portfolio
securities  may be in excess of gains on the  futures  contract or losses on the
futures contract may be in excess of gains on the portfolio securities that were
the subject of the hedge.  The risk of  imperfect  correlation  increases as the
composition of the Portfolio  varies from the composition of the stock index. In
an effort to compensate for the imperfect  correlation of movements in the price
of the  securities  being  hedged and  movements in the price of the stock index
futures,  the  Portfolio  may buy or sell stock  index  futures  contracts  in a
greater or lesser dollar amount than the dollar amount of the  securities  being
hedged if the historical  volatility of the stock index futures has been less or
greater than that of the securities.  Such "over hedging" or "under hedging" may
adversely affect the Portfolio's net investment  results if market movements are
not as anticipated when the hedge is established.

   An option on a stock index futures  contract,  as contrasted  with the direct
investment in such a contract,  gives the purchaser the right, in return for the
premium  paid,  to assume a position  in a stock  index  futures  contract  at a
specified exercise price at any time prior to the expiration date of the option.
The Portfolio will sell options on stock index futures contracts only as part of
closing purchase  transactions to terminate its options positions.  No assurance
can be given that such closing  transactions  can be effected or that there will
be a correlation  between price  movements in the options on stock index futures
and price movements in the Portfolio's  securities  which are the subject of the
hedge. In addition,  the Portfolio's purchase of such options will be based upon
predictions as to anticipated market trends, which could prove to be inaccurate.


LEVERAGE THROUGH BORROWING

   The Alger Defined  Contribution  Leveraged  AllCap  Portfolio may borrow from
banks for  investment  purposes.  This  borrowing  is known as  leveraging.  The
Portfolio  may use up to 331/3 of its  assets  for  leveraging.  The  Investment
Company Act of 1940, as amended,  requires the Portfolio to maintain  continuous
asset  coverage (that is, total assets  including  borrowings  less  liabilities
exclusive of borrowings) of 300% of the amount borrowed.  If such asset coverage
should decline below 300% as a result of market  fluctuations  or other reasons,
the  Portfolio  may be required to sell some of its  portfolio  holdings  within
three days to reduce the debt and restore the 300% asset  coverage,  even though

                                       7
<PAGE>

it may be  disadvantageous  from an investment  standpoint to sell securities at
that  time.  Leveraging  may  exaggerate  the  effect on net asset  value of any
increase or decrease in the market value of the  Portfolio's  securities.  Money
borrowed for  leveraging  will be subject to interest costs which may or may not
be recovered by  appreciation  of the  securities  purchased;  in certain cases,
interest costs may exceed the return received on the securities  purchased.  The
Portfolio  also  may  be  required  to  maintain  minimum  average  balances  in
connection with such borrowing or to pay a commitment or other fee to maintain a
line of  credit;  either  of  these  requirements  would  increase  the  cost of
borrowing over the stated interest rate.



PORTFOLIO TURNOVER

   A Portfolio's turnover rate is calculated by dividing the lesser of purchases
or sales of securities  for the fiscal year by the monthly  average of the value
of the  Portfolio's  securities,  with  obligations  with  less than one year to
maturity excluded.  A 100 percent turnover rate would occur, for example, if all
included securities were replaced once during the year.

   The Portfolios  will not normally engage in the trading of securities for the
purpose of  realizing  short-term  profits,  but will adjust  their  holdings as
considered advisable in view of prevailing or anticipated market conditions, and
turnover will not be a limiting factor should Alger Management deem it advisable
to purchase or sell securities.

   In Alger Management's view,  companies are organic entities that continuously
undergo  changes  in  response  to,  among  other  things,   economic,   market,
environmental,  technological,  political  and  managerial  factors.  Generally,
securities  will be purchased for capital  appreciation  and not for  short-term
trading  profits.  However,  the  Portfolios  may dispose of securities  without
regard to the time they have been held when such action,  for defensive or other
purposes,  appears advisable.  Moreover, it is Alger Management's  philosophy to
pursue the Portfolios'  investment objective of capital appreciation by managing
these  Portfolios  actively,  which  may  result  in  high  portfolio  turnover.
Increased  portfolio  turnover  will have the effect of increasing a Portfolio's
brokerage and custodial expenses.


                                   MANAGEMENT


BOARD OF TRUSTEES

   The affairs of the Fund are  managed  under the  supervision  of its Board of
Trustees.  The Statement of Additional  Information  contains general background
information  about each Trustee and executive  officer of the Fund. By virtue of
the responsibilities assumed by Alger Management, the Fund requires no employees
other than its executive officers. None of the Fund's executive officers devotes
full time to the affairs of the Fund.


INVESTMENT MANAGER

   Alger Management serves as the Fund's investment  manager.  In that capacity,
Alger Management,  among other things, analyzes the Portfolios' assets, arranges
for  the  purchase  and  sale  of  the   Portfolios'   securities   and  selects
broker-dealers  that, in its judgment,  provide prompt and reliable execution at
favorable  prices and reasonable  commission  rates. It is anticipated  that the
Fund's  distributor,  Fred  Alger & Company,  Incorporated  ("Alger  Inc."),  an
affiliate  of Alger  Management,  will serve as the Fund's  broker in  effecting
substantially  all of the Portfolios'  transactions on securities  exchanges and
will retain commissions in accordance with certain regulations of the Securities
and Exchange Commission. In addition, Alger Management may select broker-dealers

                                       8
<PAGE>

that provide it with  brokerage and research  services and may cause a Portfolio
to pay these  broker-dealers  commissions that exceed those other broker-dealers
may have charged,  if it views the  commissions as reasonable in relation to the
value of the brokerage and research  services  received.  The Fund will consider
sales of its shares as a factor in the  selection of  broker-dealers  to execute
over-the-counter  portfolio  transactions,  subject to the  requirements of best
price and execution.

   Alger  Management is a wholly owned subsidiary of Alger Inc. which in turn is
a wholly  owned  subsidiary  of Alger  Associates,  Inc.,  a financial  services
holding  company.  Fred M.  Alger  III and his  brother,  David  D.  Alger,  own
approximately 53 percent and 17 percent, respectively, of Alger Associates, Inc.
and may be deemed to control that company and its subsidiaries.

   As  compensation  for  the  investment  management  services  rendered,  each
Portfolio  pays Alger  Management a separate fee computed daily and paid monthly
at annual rates based on a percentage  of the value of the relevant  Portfolio's
average  daily net assets,  as follows:  Alger  Defined  Contribution  Small Cap
Portfolio  and  Alger  Defined  Contribution   Leveraged  AllCap  Portfolio--.85
percent; Alger Defined Contribution MidCap Growth Portfolio--.80  percent; Alger
Defined Contribution Growth Portfolio--.75  percent. The management fees paid by
the Portfolios exceed those paid by most other investment companies.

   
     David D. Alger,  Seilai Khoo and Ronald  Tartaro are primarily  responsible
for the day-to-day  management of the Portfolios of the Fund. Mr. Alger has been
employed  by Alger  Management  as  Executive  Vice  President  and  Director of
Research  since 1971 and as President  since 1995. Ms. Khoo has been employed by
Alger  Management as a senior  research  analyst since 1989 and as a Senior Vice
President  since 1995.  Mr.  Tartaro has been employed by Alger  Management as a
senior  research  analyst since 1990 and as a Senior Vice President  since 1995.
Mr. Alger,  Ms. Khoo and Mr. Tartaro also serve as portfolio  managers for other
mutual funds and investment accounts managed by Alger Management.

   Alger  Management  personnel  ("Access  Persons")  are permitted to engage in
personal securities  transactions  subject to the restrictions and procedures of
the  Fund's  Code of Ethics.  Pursuant  to the Code of  Ethics,  Access  Persons
generally must preclear all personal  securities  transactions  prior to trading
and are subject to certain  prohibitions on personal trading. You can get a copy
of the Fund's Code of Ethics by calling the Fund toll-free at (800) 992-3863.
    

   Alger Shareholder Services, Inc., an affiliate of Alger Management, serves as
transfer  agent  for  the  Fund.  Certain  record-keeping  services  that  would
otherwise be performed by Alger Shareholder  Services,  Inc. may be performed by
other entities  providing  similar services to their customers who invest in the
Portfolios. The Fund, Alger Shareholder Services, Inc., Alger Inc. or any of its
affiliates may elect to enter into a contract to pay them for such services.


EXPENSES OF THE FUND

   Each  Portfolio  will  bear its own  expenses.  Operating  expenses  for each
Portfolio  generally  consist  of all  costs  not  specifically  borne  by Alger
Management,   including   investment   management   fees,   fees  for  necessary
professional and brokerage  services,  costs of regulatory  compliance and costs
associated with  maintaining  legal existence and  shareholder  relations.  Each
Portfolio's  investment management agreement with Alger Management provides that
it will reimburse the Portfolio to the extent  required by applicable  state law
for  certain  expenses  that  are  described  in  the  Statement  of  Additional

                                       9
<PAGE>

Information.  From time to time, Alger Management, in its sole discretion and as
it  deems  appropriate,  may  assume  certain  expenses  of one or  more  of the
Portfolios  while  retaining  the  ability to be  reimbursed  by the  applicable
Portfolio for such amounts  prior to the end of the fiscal year.  This will have
the effect of lowering the applicable  Portfolio's  overall expense ratio and of
increasing  yield to investors,  or the  converse,  at the time such amounts are
assumed  or  reimbursed,  as the  case  may be.  Alger  Management  will  not be
reimbursed  for such amounts if such action would violate the  provisions of any
applicable  state  securities  laws relating to the limitation of the applicable
Portfolio's expenses.


                                 NET ASSET VALUE

   The net asset value per share of each  Portfolio is calculated on each day on
which the New York Stock Exchange,  Inc. (the "NYSE") is open as of the close of
regular  trading on the NYSE  (currently  4:00 p.m.  Eastern time).  The NYSE is
currently  open  on  each  Monday  through  Friday,   except  (i)  January  1st,
Washington's Birthday (the third Monday in February),  Good Friday, Memorial Day
(the last Monday in May),  July 4th,  Labor Day (the first Monday in September),
Thanksgiving Day (the fourth Thursday in November) and December 25th or (ii) the
preceding  Friday when any one of those  holidays  falls on a  Saturday,  or the
subsequent  Monday when any one of those holidays  falls on a Sunday.  Net asset
value  per  share of a  Portfolio  is  computed  by  dividing  the  value of the
Portfolio's net assets by the total number of its shares outstanding.

   The assets of the  Portfolios  that are traded on a  securities  exchange  or
other recognized market are valued on the basis of market quotations.  Assets of
those  Portfolios for which  quotations are not readily  available are valued at
fair value as determined in good faith under procedures approved by the Board of
Trustees. Instruments with remaining maturities of 60 days or less are valued on
the basis of  amortized  cost,  as  described  in the  Statement  of  Additional
Information.


                            PURCHASES AND REDEMPTIONS

   All direct purchasers of shares of the Portfolios will be Plan Sponsors which
establish or maintain Plans. Participants may invest in shares of the Portfolios
only through their respective Plan Sponsor. Participants cannot contact the Fund
directly  to  purchase  shares of the  Portfolios.  Instead,  Participants  must
contact their Plan Sponsor or its agent for the purpose of  processing  purchase
requests.  There is no minimum amount for initial or subsequent  investments for
any Plan Sponsor. Participants should contact their Plan Sponsor for information
concerning the appropriate procedure for investing in the Fund.

   Orders received by the Fund or the Fund's transfer agent are effected on days
on which the NYSE is open for trading.  For orders  received before the close of
regular  trading on the NYSE,  purchases and  redemptions  of the shares of each
Portfolio are effected at the respective  net asset values per share  determined
as of the close of regular trading on the NYSE on that same day. Orders received
after  the  close  of  regular  trading  on the NYSE  are  effected  at the next
calculated  net asset value.  See "Net Asset Value." All orders for the purchase
of shares are  subject to  acceptance  or  rejection  by the Fund.  Payment  for
redemptions  will be made by the Fund's transfer agent on behalf of the Fund and
the relevant  Portfolios  within  seven days after the request is received.  The
Fund does not  assess  any fees,  either  when it sells or when it  redeems  its
shares.

   Investors may exchange stock of companies  acceptable to Alger Management for
shares  of the  Portfolios  of the Fund  with a  minimum  of 100  shares of each
company being  generally  required.  The Fund believes such exchange  provides a

                                       10
<PAGE>

means by which holders of certain securities may invest in the Portfolios of the
Fund without the expense of selling the  securities  in the public  market.  The
investor should furnish either in writing or by telephone to Alger  Management a
list with a full and exact description of all securities  proposed for exchange.
Alger  Management will then notify the investor as to whether the securities are
acceptable  and, if so, will send a Letter of  Transmittal  to be completed  and
signed by the investor. Alger Management has the right to reject all or any part
of the  securities  offered for exchange.  The  securities  must then be sent in
proper form for transfer with the Letter of  Transmittal to the Custodian of the
Fund's assets.  The investor must certify that there are no legal or contractual
restrictions  on the free transfer and sale of the  securities.  Upon receipt by
the Custodian,  the securities will be valued as of the close of business on the
day of receipt in the same manner as the Portfolio's  securities are valued each
day. Shares of the Portfolio  having an equal net asset value as of the close of
the same day will be registered in the investor's name. There is no sales charge
on the  issuance of shares of the  Portfolio,  no charge for making the exchange
and no brokerage  commission on the  securities  accepted,  although  applicable
stock transfer taxes, if any, may be deducted. The exchange of securities by the
investor  pursuant to this offer may  constitute a taxable  transaction  and may
result in a gain or loss for  federal  income tax  purposes.  The tax  treatment
experienced by investors may vary depending upon individual circumstances.  Each
investor should consult a tax adviser to determine Federal,  state and local tax
consequences.


                           DIVIDENDS AND DISTRIBUTIONS

   Each  Portfolio  will be treated  separately  in  determining  the amounts of
dividends of  investment  income and  distributions  of capital gains payable to
holders  of its  shares.  Dividends  and  distributions  will  be  automatically
reinvested  on the payment  date for each  shareholder's  account in  additional
shares of the  Portfolio  that paid the  dividend or  distribution  at net asset
value.  Dividends will be declared and paid annually.  Distributions  of any net
realized capital gains earned by a Portfolio usually will be made annually after
the close of the fiscal year in which the gains are earned.


                                      TAXES

   Each Portfolio  will be treated as a separate  taxpayer with the result that,
for  federal  income tax  purposes,  the  amounts of net  investment  income and
capital gains earned will be determined on a Portfolio-by-Portfolio (rather than
on a Fund-wide) basis.

   The Fund intends that each Portfolio will qualify  separately as a "regulated
investment  company" within the meaning of the Internal Revenue Code of 1986, as
amended (the "Code") for each taxable year of each  Portfolio.  If so qualified,
and providing certain distribution requirements are met, a Portfolio will not be
subject to federal income tax on its net investment income and net capital gains
that it distributes to its shareholders.

   With respect to  participants  in the Plans,  dividends  from net  investment
income and net realized capital gains will ordinarily not be subject to taxation
until  such  dividends  are  distributed  to such  participants  from their Plan
accounts.  Generally,  distributions  from a Plan will be  taxable  as  ordinary
income at the rate applicable to the participant at the time of distribution. In
certain cases, distributions made to a participant from a Plan prior to the date
on which  the  participant  reaches  age  591/2 are  subject  to a  penalty  tax
equivalent  to 10% of the amount so  distributed,  in addition  to the  ordinary
income  tax  payable  on such  amount  for the year in which it is  distributed.

                                       11
<PAGE>

Taxation of dividends and  redemption  payments  received by  Participants  will
depend upon the nature of the  Participant's  retirement plan and the tax status
of that particular Participant.

   The  foregoing  is a  general  and  abbreviated  summary  of  the  applicable
provisions  of the Code and Treasury  regulations  presently in effect.  For the
complete provisions, reference should be made to the pertinent Code sections and
the Treasury  regulations  promulgated  thereunder.  Participants should consult
their  Plan  Sponsors  or  tax  advisers   regarding  the  tax  consequences  of
participation in the Plan or of any Plan contributions or withdrawals.


                                  ORGANIZATION

   The Fund was organized on July 14,1993 under the laws of the  Commonwealth of
Massachusetts  and is a  business  entity  commonly  known  as a  "Massachusetts
business  trust."  The Fund  offers  shares of  beneficial  interest of separate
classes,  par  value  $.001 per  share.  An  unlimited  number of shares of four
classes,  representing the shares of the Portfolios,  have been  authorized.  No
class of shares has any preference over any other class.

   When  matters  are  submitted  for  shareholder  vote,  shareholders  of each
Portfolio  will  have  one  vote for each  full  share  held and  proportionate,
fractional  votes for fractional  shares held. A separate vote of a Portfolio is
required  on any  matter  affecting  the  Portfolio  on which  shareholders  are
entitled  to vote,  such as  approval  of a  Portfolio's  agreement  with  Alger
Management.  Shareholders  of one Portfolio are not entitled to vote on a matter
that does not affect that Portfolio but that does require a separate vote of the
other Portfolios.  There normally will be no annual meetings of shareholders for
the  purpose  of  electing  Trustees  unless  and until such time as less than a
majority of Trustees holding office have been elected by shareholders,  at which
time the  Trustees  then in office  will call a  shareholders'  meeting  for the
election of  Trustees.  Any  Trustee  may be removed  from office on the vote of
shareholders  holding at least two-thirds of the Fund's  outstanding shares at a
meeting  called for that  purpose.  The  Trustees  are  required  to call such a
meeting on the written  request of  shareholders  holding at least 10 percent of
the Fund's outstanding shares.


                                   PERFORMANCE

   Each  Portfolio may include  quotations of "total  return"  and/or "yield" in
advertisements or reports to shareholders or prospective investors.  BOTH "TOTAL
RETURN"  AND/OR  "YIELD"  FIGURES ARE BASED ON  HISTORICAL  EARNINGS AND ARE NOT
INTENDED TO INDICATE FUTURE PERFORMANCE. Total return figures show the aggregate
or average  percentage  change in value of an investment in a Portfolio from the
beginning date of the measuring period to the end of the measuring period. These
figures reflect  changes in the price of the Portfolio's  shares and assume that
any income  dividends and/or capital gains  distributions  made by the Portfolio
during the period were  reinvested in shares of the  Portfolio.  Figures will be
given for recent 1, 5 and 10 year periods, and may be given for other periods as
well  (such  as  from  commencement  of  the  Portfolio's  operations,  or  on a
year-by-year basis). When considering "average" total return figures for periods
longer than one year, it is important to note that the Portfolio's  annual total
return for any one year in the period  might have been  greater or less than the
average for the entire  period.  The  Portfolio may also use  "aggregate"  total
return figures for various periods,  representing the cumulative change in value
of an  investment in the  Portfolio  for the specific  period (again  reflecting
changes in Portfolio  share prices and assuming  reinvestment  of dividends  and
distributions) as well as "actual annual" and "annualized" total return figures.
Total  returns  may be shown by means of  schedules,  charts or graphs,  and may
indicate  subtotals of the various  components of total return (i. e., change in

                                       12

<PAGE>

value of initial investment,  income dividends and capital gains distributions).
The "yield" of the Portfolio refers to "net investment  income" generated by the
Portfolio over a specified  thirty-day period. This income is then "annualized."
That is, the amount of "net investment income" generated by the Portfolio during
that thirty-day  period is assumed to be generated over a 12-month period and is
shown as a  percentage  of the  investment.  "Total  return"  and  "yield" for a
Portfolio will vary based on changes in market  conditions.  In addition,  since
the  deduction  of a  Portfolio's  expenses is reflected in the total return and
yield  figures,  "total return" and "yield" will also vary based on the level of
the Portfolio's expenses.

   From time to time,  advertisements or reports to shareholders may compare the
yield or performance of a Portfolio to that of other mutual funds with a similar
investment  objective.  The  performance  of a  Portfolio  might be  compared to
rankings  prepared  by  Lipper  Analytical  Services,  Inc.,  which  is a widely
recognized,  independent  service that monitors the performance of mutual funds,
as well as to  various  unmanaged  indices,  such as the S&P 500.  In  addition,
evaluations  of  the  Portfolios  published  by  nationally  recognized  ranking
services and by financial publications that are nationally  recognized,  such as
BARRON'S,  BUSINESS WEEK, FORBES,  INSTITUTIONAL  INVESTOR,  INVESTOR'S BUSINESS
DAILY, KIPLINGER'S PERSONAL FINANCE, MONEY, MORNINGSTAR, THE NEW YORK TIMES, USA
TODAY  AND  THE  WALL  STREET  JOURNAL  may be  included  in  advertisements  or
communications to shareholders.  Any given performance  comparison should not be
considered as  representative  of such  Portfolio's  performance  for any future
period.

                      INVESTOR AND SHAREHOLDER INFORMATION

   Investors and  shareholders  may contact the Fund toll-free at (800) 992-3362
for further information regarding the Fund and the Portfolios, including current
performance  quotations,  as well as for assistance in selecting a Portfolio and
obtaining  a Statement  of  Additional  Information.  The Fund's  Annual  Report
contains  additional  performance  information  and is  available on request and
without charge by contacting the Fund at the toll-free number listed above.

                                       13
<PAGE>

  NO  PERSON  HAS  BEEN  AUTHORIZED  TO GIVE  ANY  INFORMATION  OR TO  MAKE  ANY
REPRESENTATIONS  OTHER THAN THOSE  CONTAINED IN THIS PROSPECTUS OR THE STATEMENT
OF ADDITIONAL  INFORMATION IN CONNECTION WITH THE OFFERING OF THE FUND'S SHARES,
AND IF GIVEN OR MADE,  SUCH OTHER  INFORMATION  OR  REPRESENTATIONS  MUST NOT BE
RELIED ON AS  HAVING  BEEN  AUTHORIZED  BY THE FUND.  THIS  PROSPECTUS  DOES NOT
CONSTITUTE AN OFFER IN ANY STATE IN WHICH,  OR TO ANY PERSON TO WHOM, SUCH OFFER
MAY NOT LAWFULLY BE MADE.

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

INVESTMENT MANAGER:
Fred Alger Management, Inc.
75 Maiden Lane
New York, New York 10038

DISTRIBUTOR:
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, New Jersey 07302

TRANSFER AGENT:
Alger Shareholder Services, Inc.
30 Montgomery Street
Box 2001
Jersey City, New Jersey 07302

INDEPENDENT PUBLIC ACCOUNTANTS:
Arthur Andersen LLP
1345 Avenue of the Americas
New York, New York 10105


                      THE ALGER DEFINED CONTRIBUTION TRUST
                      ------------------------------------
                       Meeting the challenge of investing


                           ALGER DEFINED CONTRIBUTION
                               SMALL CAP PORTFOLIO

                           ALGER DEFINED CONTRIBUTION
                             MIDCAP GROWTH PORTFOLIO

                   ALGER DEFINED CONTRIBUTION GROWTH PORTFOLIO

                           ALGER DEFINED CONTRIBUTION
                           LEVERAGED ALLCAP PORTFOLIO



                                   PROSPECTUS

   
                                FEBRUARY 27, 1996
    

<PAGE>

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

                      THE ALGER DEFINED CONTRIBUTION TRUST
                      ------------------------------------
                       Meeting the challenge of investing



                           Alger Defined Contribution
                               Small Cap Portfolio

                           Alger Defined Contribution
                             MidCap Growth Portfolio

                           Alger Defined Contribution
                                Growth Portfolio

                           Alger Defined Contribution
                           Leveraged AllCap Portfolio



   
                         STATEMENT |
                     OF ADDITIONAL |  February 27, 1996
                       INFORMATION |
    
 


================================================================================
<PAGE>
                                    THE ALGER
                                     DEFINED
                                  CONTRIBUTION
                                      TRUST

                                 75 Maiden Lane
                            New York, New York 10038
                                 (800) 992-3362

     The  Alger  Defined   Contribution  Trust  (the  "Fund")  is  a  registered
investment  company--a  mutual  fund-- that  presently  offers  interests in the
following four portfolios (the "Portfolios"):

           * Alger Defined Contribution Small Cap Portfolio
           * Alger Defined Contribution MidCap Growth Portfolio
           * Alger Defined Contribution Growth Portfolio
           * Alger Defined Contribution Leveraged AllCap Portfolio

Shares of the Fund are available for  investment  without a sales charge through
defined contribution retirement plans (the "Plans") which elect to make the Fund
an investment  option for  participants  in such Plans.  Individuals,  including
participants  in such Plans,  cannot  directly  invest in the Fund but may do so
only through a participating Plan.

   
    A Prospectus for the Fund dated February 27, 1996,  which provides the basic
information  investors  should know before  investing,  may be obtained  without
charge  by  contacting  the Fund at the  address  or phone  number  above.  This
Statement of Additional Information,  which is not a prospectus,  is intended to
provide  additional  information  regarding the activities and operations of the
Fund, and should be read in conjunction  with the Prospectus.  Unless  otherwise
noted,  terms used in this  Statement of  Additional  Information  have the same
meaning as assigned to them in the Prospectus.
    

                                    CONTENTS

Investment Objectives and Policies.......................................      2
Net Asset Value..........................................................      7
Purchases and Redemptions................................................      8
Management...............................................................      8
Taxes....................................................................     10
Custodian................................................................     11
Transfer Agent...........................................................     11
Certain Shareholders.....................................................     11
Organization.............................................................     12
Determination of Performance.............................................     13
Financial Statements.....................................................    F-l
Appendix.................................................................    A-l

<PAGE>

INVESTMENT OBJECTIVES AND POLICIES

CERTAIN SECURITIES AND INVESTMENT TECHNIQUES

The  Prospectus  discusses the  investment  objectives of each Portfolio and the
policies to be employed  to achieve  those  objectives.  This  section  contains
supplemental   information   concerning   the  types  of  securities  and  other
instruments  in which the Portfolios  may invest,  the  investment  policies and
portfolio strategies that the Portfolios may utilize and certain risks attendant
to those investments, policies and strategies.

USE OF RATINGS AS INVESTMENT CRITERIA
The ratings of the nationally recognized statistical rating organizations, which
are  described in the  Appendix to this  Statement  of  Additional  Information,
represent their opinions as to the quality of corporate  obligations.  It should
be  emphasized  that ratings are general and not absolute  standards of quality,
and  obligations  with the same  maturity,  interest  rate and  rating  may have
different  yields while  obligations of the same maturity and interest rate with
different ratings may have the same yield. After being purchased by a Portfolio,
an  obligation  may cease to be rated or its  rating  may be  reduced  below the
minimum  required for purchase by a Portfolio.  In such case,  although  neither
event  will  require  the sale of the  obligation  by a  Portfolio,  Fred  Alger
Management,  Inc.  ("Alger  Management")  will consider the event in determining
whether a Portfolio should continue to hold the obligation.

U.S. GOVERNMENT SECURITIES
Examples of the types of U.S. Government securities that the Portfolios may hold
include, in addition to those described in the Prospectus and direct obligations
of the U.S.  Treasury,  the obligations of the Federal  Housing  Administration,
Farmers Home  Administration,  Small Business  Administration,  General Services
Administration,  Central  Bank for  Cooperatives,  Federal  Farm  Credit  Banks,
Federal Home Loan Banks,  Federal  Intermediate Credit Banks, Federal Land Banks
and Maritime Administration.

LENDING OF PORTFOLIO SECURITIES
The  Portfolios  have the authority to lend  securities to brokers,  dealers and
other financial organizations.  The Portfolios will not lend securities to Alger
Management  or its  affiliates.  By lending  its  securities,  a  Portfolio  can
increase its income by continuing to receive interest or dividends on the loaned
securities  as well as  either  investing  the  cash  collateral  in  short-term
securities  or by earning  income in the form of interest  paid by the  borrower
when U.S.  Government  securities  are used as  collateral.  Each Portfolio will
adhere to the following  conditions  whenever its securities are loaned: (a) the
Portfolio  must  receive at least 100  percent  cash  collateral  or  equivalent
securities  from the borrower;  (b) the borrower  must increase this  collateral
whenever the market value of the securities  including  accrued interest exceeds
the value of the  collateral;  (c) the  Portfolio  must be able to terminate the
loan at any time;  (d) the  Portfolio  must receive  reasonable  interest on the
loan, as well as any dividends,  interest or other  distributions  on the loaned
securities  and any increase in market  value;  (e) the  Portfolio  may pay only
reasonable  custodian fees in connection with the loan; and (f) voting rights on
the loaned  securities may pass to the borrower;  provided,  however,  that if a
material event adversely  affecting the investment  occurs,  the Fund's Board of
Trustees must terminate the loan and regain the right to vote the securities.

REPURCHASE AGREEMENTS
Each  Portfolio  may engage in  repurchase  agreement  transactions  with banks,
registered  broker-dealers  and government  securities  dealers  approved by the
Fund's Board of Trustees. Under the terms of a repurchase agreement, a Portfolio
would  acquire a high quality  money market  instrument  for a relatively  short
period  (usually not more than one week)  subject to an obligation of the seller
to  repurchase,  and the Portfolio to resell,  the instrument at an agreed price
(including accrued interest) and time, thereby  determining the yield during the
Portfolio's holding period. Thus,  repurchase agreements may be seen to be loans
by the Portfolio  collateralized by the underlying instrument.  This arrangement
results in a fixed  rate of return  that is not  subject to market  fluctuations
during the Portfolio's holding period and not necessarily related to the rate of
return on the underlying  instrument.  The value of the  underlying  securities,
including  accrued  interest,  will be at least  equal at all times to the total
amount of the repurchase obligation including interest. A Portfolio bears a risk
of loss in the event that the other party to a repurchase  agreement defaults on
its obligations and the Portfolio is delayed in or prevented from exercising its
rights to dispose of the collateral securities, including the risk of a possible
decline in the value of the underlying securities during the period in which the
Portfolio  seeks  to  assert  these  rights,  the  risk  of  incurring  expenses
associated  with asserting  these rights and the risk of losing all or a part of
the income from the agreement. Alger Management, acting under the supervision of
the Fund's Board of Trustees,  reviews the  creditworthiness  of those banks and

                                       2

<PAGE>

dealers with which the Portfolios  enter into repurchase  agreements to evaluate
these risks and monitors on an ongoing basis the value of the securities subject
to repurchase  agreements to ensure that the value is maintained at the required
level.

RULE 144A SECURITIES
Rule 144A under the Securities  Act of 1933 is designed to facilitate  efficient
trading of  unregistered  securities  among  institutional  investors.  The Rule
permits the resale to qualified institutions of restricted securities that, when
issued,  were not of the same class as  securities  listed on a U.S.  securities
exchange or quoted on NASDAQ.

Rule 144A allows for a broad institutional trading market for certain securities
subject to restriction on resale to the general  public.  In adopting Rule 144A,
the SEC specifically  stated that restricted  securities  traded under Rule 144A
may be treated as liquid for purposes of investment  limitations if the board of
trustees  (or the fund's  adviser  acting  subject to the  board's  supervision)
determines that the securities are in fact liquid.  Examples of factors that the
Fund's Board of Trustees will take into account in evaluating the liquidity of a
Rule 144A security will include,  among others:  (1) the frequency of trades and
quotes for the security;  (2) the number of dealers  willing to purchase or sell
the  security  and  the  number  of  other  potential  purchasers;   (3)  dealer
undertakings  to make a  market  in the  security;  and (4)  the  nature  of the
security  and the nature of the  marketplace  trades  (e.g.,  the time needed to
dispose of the security,  the method of soliciting  offers, and the mechanics of
transfer).  In  accordance  with Rule 144A,  the Board  intends to delegate  its
responsibility to Alger Management to determine the liquidity of each restricted
security purchased by a Portfolio, subject to the Board's oversight and review.

Because  institutional trading in restricted securities is relatively new, it is
not possible to predict how institutional markets will develop. If institutional
trading  in  restricted  securities  were to  decline  to  limited  levels,  the
liquidity of a Portfolio could be adversely affected.

OPTIONS (ALGER DEFINED CONTRIBUTION LEVERAGED ALLCAP PORTFOLIO ONLY)
A call option is "covered" if the Portfolio owns the underlying security covered
by the call or has an absolute  and  immediate  right to acquire  that  security
without additional cash consideration (or for additional cash consideration held
in a segregated  account by its custodian)  upon conversion or exchange of other
securities held in its portfolio. A call option is also covered if the Portfolio
holds a call on the same security as the call written  where the exercise  price
of the call  held is (1) equal to or less  than the  exercise  price of the call
written  or (2)  greater  than the  exercise  price of the call  written  if the
difference is maintained by the Portfolio in cash, U.S. Government securities or
other high grade  short-term  obligations in a segregated  account held with its
custodian.  A put option is "covered" if the Portfolio  maintains  cash or other
high grade short-term  obligations with a value equal to the exercise price in a
segregated  account  held with its  custodian,  or else  holds a put on the same
security as the put written where the exercise price of the put held is equal to
or greater than the exercise price of the put written.

If the  Portfolio  has written an option,  it may  terminate  its  obligation by
effecting a closing purchase transaction.  This is accomplished by purchasing an
option of the same series as the option previously  written.  However,  once the
Portfolio has been assigned an exercise notice,  the Portfolio will be unable to
effect a closing purchase transaction. Similarly, if the Portfolio is the holder
of an  option  it may  liquidate  its  position  by  effecting  a  closing  sale
transaction. This is accomplished by selling an option of the same series as the
option  previously  purchased.  There can be no assurance  that either a closing
purchase or sale transaction can be effected when the Portfolio so desires.

The Portfolio  will realize a profit from a closing  transaction if the price of
the transaction is less than the premium  received from writing the option or is
more than the premium paid to purchase the option;  the Portfolio will realize a
loss from a closing transaction if the price of the transaction is less than the
premium paid to purchase the option.  Since call option prices generally reflect
increases in the price of the underlying  security,  any loss resulting from the
repurchase of a call option may also be wholly or partially offset by unrealized
appreciation of the underlying  security.  Other principal factors affecting the
market  value of a put or a call  option  include  supply and  demand,  interest
rates, the current market price and price volatility of the underlying  security
and the time remaining until the expiration date.

An option  position  may be closed  out only on an  exchange  which  provides  a
secondary  market for an option of the same series.  Although the Portfolio will
generally  purchase or write only those options for which there appears to be an
active secondary market, there is no assurance that a liquid secondary market on
an exchange will exist for any particular  option. In such event it might not be

                                       3

<PAGE>

possible to effect  closing  transactions  in  particular  options,  so that the
Portfolio  would have to exercise  its option in order to realize any profit and
would incur  brokerage  commissions  upon the  exercise of the  options.  If the
Portfolio,  as a  covered  call  option  writer,  is  unable to effect a closing
purchase  transaction  in a  secondary  market,  it will not be able to sell the
underlying  security  until the option  expires or it  delivers  the  underlying
security upon exercise or otherwise covers the position.

In addition to options on  securities,  the Portfolio may also purchase and sell
call and put options on securities  indexes.  A stock index reflects in a single
number the market value of many different  stocks.  Relative values are assigned
to the stocks included in an index and the index  fluctuates with changes in the
market values of the stocks.  The options give the holder the right to receive a
cash  settlement  during the term of the option based on the difference  between
the exercise  price and the value of the index.  By writing a put or call option
on a securities  index,  the Portfolio is  obligated,  in return for the premium
received, to make delivery of this amount. The Portfolio may offset its position
in  stock  index  options  prior  to  expiration  by  entering  into  a  closing
transaction on an exchange or it may let the option expire unexercised.

Use of  options  on  securities  indexes  entails  the risk that  trading in the
options  may be  interrupted  if trading in certain  securities  included in the
index is interrupted. The Portfolio will not purchase these options unless Alger
Management is satisfied with the development,  depth and liquidity of the market
and Alger Management believes the options can be closed out.

Price movements in the Portfolio's  securities may not correlate  precisely with
movements in the level of an index and, therefore, the use of options on indexes
cannot  serve as a complete  hedge and will depend,  in part,  on the ability of
Alger  Management to predict  correctly  movements in the direction of the stock
market  generally or of a particular  industry.  Because  options on  securities
indexes require  settlement in cash, Alger Management may be forced to liquidate
portfolio securities to meet settlement obligations.

The  Portfolio  has qualified and intends to continue to qualify as a "Regulated
Investment  Company" under the Internal  Revenue Code. One  requirement for such
qualification  is that the  Portfolio  must  derive  less  than 30% of its gross
income from gains from the sale or other disposition of securities held for less
than three  months.  Therefore,  the  Portfolio may be limited in its ability to
engage in options transactions.

Although Alger Management will attempt to take appropriate  measures to minimize
the risks relating to the Portfolio's writing of put and call options, there can
be no assurance that the Portfolio will succeed in any option-writing program it
undertakes.

STOCK  INDEX  FUTURES  AND  OPTIONS  ON  STOCK  INDEX  FUTURES   (ALGER  DEFINED
CONTRIBUTION LEVERAGED ALLCAP PORTFOLIO ONLY) 
The Portfolio  may enter into stock index futures  contracts or purchase or sell
put and call  options on such  futures  as a hedge  against  anticipated  market
changes and for risk management purposes.  Futures are generally bought and sold
on the  commodities  exchanges where they are listed with payment of initial and
variation  margin as described  below.  The sale of a futures contract creates a
firm  obligation by the  Portfolio,  as seller,  to deliver to the buyer the net
cash amount  called for in the contract at a specific  future  time.  Options on
futures  contracts are similar to options on securities except that an option on
a futures  contract gives the Purchaser the right in return for the premium paid
to assume a position in a futures  contract and  obligates the seller to deliver
such position.

The Portfolio's use of stock index futures and options thereon will in all cases
be consistent  with  applicable  regulatory  requirements  and in particular the
rules and regulations of the Commodity  Futures  Trading  Commission and will be
entered into only for bona fide  hedging,  risk  management  or other  portfolio
management  purposes.  Typically,  maintaining a futures  contract or selling an
option thereon  requires the Portfolio to deposit with a financial  intermediary
as security  for its  obligations  an amount of cash or other  specified  assets
(initial  margin)  which  initially is typically 1% to 10% of the face amount of
the  contract  (but may be higher  in some  circumstances).  Additional  cash or
assets (variation margin) may be required to be deposited  thereafter on a daily
basis as the mark to market value of the contract fluctuates. In addition to the
initial  deposit  and  variation  margin,  the  Portfolio  will  maintain  in  a
segregated account with its custodian cash, U.S. Government  securities or other
high grade short-term  obligations in an amount equal to the difference  between
(i) the sum of the total  deposit and  variation  margin  payments  and (ii) the
contract  amount.  The  purchase  of an option on stock index  futures  involves
payment of a premium for the option  without any further  obligation on the part

                                       4

<PAGE>

of the Portfolio.  If the Portfolio exercises an option on a futures contract it
will be obligated to post initial  margin (and  potential  subsequent  variation
margin) for the  resulting  futures  position just as it would for any position.
Futures  contracts and options thereon are generally settled by entering into an
offsetting  transaction  but there can be no assurance  that the position can be
offset prior to  settlement  at an  advantageous  price,  nor that delivery will
occur.

The Portfolio  will not enter into a futures  contract or related option (except
for closing transactions) if, immediately  thereafter,  the sum of the amount of
its initial  margin and premiums on open futures  contracts and options  thereon
would  exceed 5% of the  Portfolio's  total  assets  (taken at  current  value);
however,  in the  case of an  option  that is  in-the-money  at the  time of the
purchase,  the  in-the-money  amount  may  be  excluded  in  calculating  the 5%
limitation.

INVESTMENT RESTRICTIONS
The investment restrictions numbered 1 through 12 below have been adopted by the
Fund with respect to each of the Portfolios as fundamental  policies.  Under the
Investment  Company Act of 1940, as amended (the "Act"), a "fundamental"  policy
may not be changed  without the vote of a "majority  of the  outstanding  voting
securities"  of the Fund,  which is  defined  in the Act as the lesser of (a) 67
percent or more of the shares  present at a Fund  meeting if the holders of more
than 50 percent of the outstanding shares of the Fund are present or represented
by proxy or (b) more than 50 percent of the  outstanding  shares.  A fundamental
policy affecting a particular Portfolio may not be changed without the vote of a
majority  of  the  outstanding  voting  securities  of the  affected  Portfolio.
Investment  restrictions  12 through 18 may be changed by vote of a majority  of
the Fund's Board of Trustees at any time.

The investment policies adopted by the Fund prohibit each Portfolio from:

1.  Purchasing  the  securities  of  any  issuer,  other  than  U.S.  Government
securities,  if as a result more than five percent of the value of a Portfolio's
total assets would be invested in the  securities of the issuer,  except that up
to 25  percent of the value of the  Portfolio's  total  assets  may be  invested
without regard to this limitation.

2. Purchasing more than 10 percent of the voting securities of any one issuer or
more than 10  percent of the  securities  of any class of any one  issuer.  This
limitation shall not apply to investments in U.S. Government securities.

3. Selling securities short or purchasing  securities on margin, except that the
Portfolio  may obtain any  short-term  credit  necessary  for the  clearance  of
purchases  and  sales of  securities.  These  restrictions  shall  not  apply to
transactions involving selling securities "short against the box."

4. Borrowing money,  except that (a) all Portfolios other than the Alger Defined
Contribution  Leveraged  AllCap  Portfolio may borrow for temporary or emergency
(but not leveraging)  purposes including the meeting of redemption requests that
might otherwise require the untimely disposition of securities, in an amount not
exceeding 10 percent of the value of the Portfolio's total assets (including the
amount borrowed)  valued at the lesser of cost or market,  less liabilities (not
including the amount  borrowed) at the time the  borrowing is made;  and (b) the
Alger Defined Contribution  Leveraged AllCap Portfolio may borrow from banks for
investment  purposes  as  set  forth  in  the  Prospectus.  Whenever  borrowings
described  in (a)  exceed  five  percent of the value of the  Portfolio's  total
assets,  the  Portfolio,  other than the Alger  Defined  Contribution  Leveraged
AllCap Portfolio,  will not make any additional  investments.  Immediately after
any borrowing the Portfolio  will maintain  asset  coverage of not less than 300
percent with respect to all borrowings.

5. Pledging,  hypothecating,  mortgaging or otherwise  encumbering  more than 10
percent of the value of the Portfolio's total assets,  except in connection with
borrowings as noted in 4(b) above.

6.  Issuing  senior  securities,  except  that the  Alger  Defined  Contribution
Leveraged AllCap Portfolio may borrow from banks for investment purposes so long
as the Portfolio maintains the required asset coverage.

7. Underwriting the securities of other issuers, except insofar as the Portfolio
may be deemed to be an underwriter under the Securities Act of 1933, as amended,
by virtue of disposing of portfolio securities.

8. Making loans to others, except through purchasing qualified debt obligations,
lending portfolio securities or entering into repurchase agreements.

9. Investing in securities of other investment companies,  except as they may be
acquired  as part of a merger,  consolidation,  reorganization,  acquisition  of
assets or offer of exchange.

                                       5

<PAGE>

10. Purchasing any securities that would cause more than 25 percent of the value
of the  Portfolio's  total  assets to be invested in the  securities  of issuers
conducting their principal  business  activities in the same industry;  provided
that there shall be no limit on the purchase of U.S. Government securities.

11.  Investing  in  commodities  except  that  the  Alger  Defined  Contribution
Leveraged  AllCap  Portfolio may purchase or sell stock index futures  contracts
and related  options  thereon if  thereafter no more than 5 percent of its total
assets are invested in margin and premiums.

12.  Purchasing  or selling  real  estate or real estate  limited  partnerships,
except that the  Portfolio  may  purchase  and sell  securities  secured by real
estate,  mortgages  or  interests  therein  and  securities  that are  issued by
companies that invest or deal in real estate.

13.  Investing  more than 15 percent of its net assets in  securities  which are
illiquid by virtue of legal or contractual restrictions on resale or the absence
of a readily  available market.  However,  securities with legal and contractual
restrictions  on resale issued  pursuant to Rule 144A of the  Securities  Act of
1933 may be purchased if they are  determined to be liquid,  and such  purchases
would not be subject to the 15 percent limit stated above. The Board of Trustees
will in good faith  determine  the  specific  types of  securities  deemed to be
liquid and the value of such securities.

14. Investing in oil, gas or other mineral leases, or exploration or development
programs,  except that the Portfolio  may invest in the  securities of companies
that invest in or sponsor those programs.

15.  Purchasing  any security if as a result the Portfolio  would then have more
than  five  percent  of its total  assets  invested  in  securities  of  issuers
(including  predecessors)  that have been in continual  operation  for less than
three years.  This limitation shall not apply to investments in U.S.  Government
securities.

16. Making investments for the purpose of exercising control or management.

17. Investing in warrants,  except that the Portfolio may invest in warrants if,
as a result,  the investments  (valued at the lower of cost or market) would not
exceed five  percent of the value of the  Portfolio's  net assets,  of which not
more than two percent of the  Portfolio's net assets may be invested in warrants
not listed on a recognized  domestic stock  exchange.  Warrants  acquired by the
Portfolio as part of a unit or attached to securities at the time of acquisition
are not subject to this limitation.

18. Purchasing or retaining the securities of any issuer if, to the knowledge of
the  Fund,  any of the  officers,  directors  or  trustees  of the Fund or Alger
Management  individually owns more than .5 percent of the outstanding securities
of the issuer and together they own  beneficially  more than five percent of the
securities.

Except  in the  case of the 300  percent  limitation  set  forth  in  Investment
Restriction  No.  4,  the  percentage  limitations  contained  in the  foregoing
restrictions  apply at the time of the  purchase of the  securities  and a later
increase or decrease in percentage  resulting from a change in the values of the
securities  or in the amount of the  Portfolio's  assets will not  constitute  a
violation of the restriction.

PORTFOLIO TRANSACTIONS
Decisions  to buy and sell  securities  and other  financial  instruments  for a
Portfolio are made by Alger  Management,  which also is responsible  for placing
these  transactions,  subject  to the  overall  review  of the  Fund's  Board of
Trustees.  Although  investment  requirements  for each  Portfolio  are reviewed
independently  from those of the other accounts  managed by Alger Management and
those of the other  Portfolios,  investments of the type the Portfolios may make
may also be made by these other accounts or Portfolios. When a Portfolio and one
or more other Portfolios or accounts managed by Alger Management are prepared to
invest  in,  or desire to  dispose  of,  the same  security  or other  financial
instrument,  available  investments or opportunities for sales will be allocated
in a manner believed by Alger Management to be equitable to each. In some cases,
this procedure may affect adversely the price paid or received by a Portfolio or
the size of the position obtained or disposed of by a Portfolio.

Transactions  in equity  securities  are in most cases  effected  on U.S.  stock
exchanges and involve the payment of negotiated brokerage commissions.  There is
generally  no  stated  commission  in  the  case  of  securities  traded  in the
over-the-counter markets, but the prices of those securities include undisclosed
commissions  or mark-ups.  Purchases and sales of money market  instruments  and
debt  securities  usually  are  principal  transactions.  These  securities  are
normally  purchased  directly from the issuer or from an  underwriter  or market
maker for the  securities.  The cost of securities  purchased from  underwriters
includes  an  underwriting  commission  or  concession  and the  prices at which

                                       6

<PAGE>

securities are purchased from and sold to dealers include a dealer's  mark-up or
mark-down.  U.S. Government securities are generally purchased from underwriters
or dealers,  although certain  newly-issued  U.S.  Government  securities may be
purchased  directly  from  the  U.S.  Treasury  or from the  issuing  agency  or
instrumentality.

To the extent consistent with applicable provisions of the Act and the rules and
exemptions  adopted  by the  Securities  and  Exchange  Commission  (the  "SEC")
thereunder,  as well as  other  regulatory  requirements,  the  Fund's  Board of
Trustees has determined  that portfolio  transactions  will be executed  through
Fred Alger & Company,  Incorporated  ("Alger Inc.") if, in the judgment of Alger
Management,  the use of Alger Inc. is likely to result in price and execution at
least  as  favorable  as  those of other  qualified  broker-dealers  and if,  in
particular  transactions,  Alger  Inc.  charges  the  Portfolio  involved a rate
consistent  with that charged to  comparable  unaffiliated  customers in similar
transactions.  Such  transactions will be fair and reasonable to the Portfolio's
shareholders.  Over-the-counter purchases and sales are transacted directly with
principal  market  makers  except  in those  cases in which  better  prices  and
executions may be obtained  elsewhere.  Principal  transactions  are not entered
into with  affiliates of the Fund except  pursuant to exemptive  rules or orders
adopted by the SEC.

   
In selecting brokers or dealers to execute portfolio transactions on behalf of a
Portfolio, Alger Management seeks the best overall terms available. In assessing
the best overall terms  available for any  transaction,  Alger  Management  will
consider the factors it deems  relevant,  including the breadth of the market in
the  investment,  the  price of the  investment,  the  financial  condition  and
execution  capability  of the  broker or dealer  and the  reasonableness  of the
commission,  if any, for the specific  transaction and on a continuing basis. In
addition,  Alger  Management is  authorized,  in selecting  parties to execute a
particular  transaction and in evaluating the best overall terms  available,  to
consider  the  brokerage  and research  services,  as those terms are defined in
Section 28(e) of the  Securities  Exchange Act of 1934, as amended,  provided to
the Portfolio  involved,  the other Portfolios  and/or other accounts over which
Alger Management or its affiliates exercise investment  discretion to the extent
permitted by law. The Fund will consider  sales of its shares as a factor in the
selection of broker-dealers to execute over-the-counter transactions, subject to
the requirements of best price and execution.  Alger Management's fees under its
agreements  with the  Portfolios  are not  reduced  by reason  of its  receiving
brokerage and research services.  The Fund's Board of Trustees will periodically
review the  commissions  paid by the Portfolios to determine if the  commissions
paid over  representative  periods of time are  reasonable  in  relation  to the
benefits  inuring to the  Portfolios.  During the period  from  November 8, 1993
(commencement  of operations)  through October 31, 1994, and for the fiscal year
ended October 31, 1995, the Fund paid an aggregate of approximately  $72,284 and
$82,777,  respectively,  in commissions  to  broker-dealers  in connection  with
portfolio  transactions  all of which was paid to Alger Inc. Alger Inc. does not
engage in principal  transactions  with the Fund and,  accordingly,  receives no
compensation  in connection  with  securities  purchased or sold in that manner,
which include securities traded in the  over-the-counter  markets,  money market
investments and most debt securities.
    

NET ASSET VALUE

The  Prospectus  discusses  the  time at  which  the  net  asset  values  of the
Portfolios are determined for purposes of sales and  redemptions.  The following
is a description of the procedures  used by the Fund in valuing the  Portfolio's
assets.

The  assets  of the  Portfolios  are  generally  valued  on the  basis of market
quotations.  Securities  whose  principal  market  is on an  exchange  or in the
over-the-counter  market are valued at the last reported  sales price or, in the
absence of reported  sales,  at the mean  between the bid and asked price or, in
the absence of a recent bid or asked price,  the equivalent as obtained from one
or more of the major market makers for the  securities  to be valued.  Bonds and
other fixed income securities may be valued on the basis of prices provided by a
pricing  service  when the Fund's Board of Trustees  believes  that these prices
reflect the fair market value of the  securities.  Other  investments  and other
assets,   including  restricted  securities  and  securities  for  which  market
quotations are not readily available,  are valued at fair value under procedures
approved by the Fund's Board of Trustees.  Short-term securities with maturities
of 60 days or less are valued at  amortized  cost,  as  described  below,  which
constitutes fair value as determined by the Fund's Board of Trustees.

The valuation of money market  instruments with maturities of 60 days or less is
based on their  amortized  cost  which  does not take  into  account  unrealized
capital gains or losses.  Amortized cost valuation involves initially valuing an
instrument  at its cost and  thereafter  assuming  a  constant  amortization  to

                                       7

<PAGE>

maturity of any  discount or premium,  regardless  of the impact of  fluctuating
interest  rates on the market  value of the  instrument.  Although  this  method
provides certainty in valuation, it may result in periods during which value, as
determined  by  amortized  cost,  is higher or lower than the price a  Portfolio
would receive if it sold the instrument.

PURCHASES AND REDEMPTIONS

Shares of the  Portfolios  are only  available for  investment  through  defined
contribution  retirement  plans (the  "Plans")  which  elect to make the Fund an
investment  option  for  participants  in  such  Plans.  Individuals,  including
participants  in such Plans,  cannot  directly  invest in the Fund but may do so
only through a participating Plan. However,  the Fund reserves the right to make
shares of the Portfolios available to other investors, as may be approved by the
Trustees from time to time.

Only the Plans may be record holders of the shares of the Portfolios. Within the
limitations  applicable to a Plan, a participant in such Plan (a  "Participant")
may direct the Plan to purchase or redeem shares of the Fund.  Participants in a
Plan cannot  contact the Fund  directly to request the purchase or redemption of
the shares.  Instead,  Participants must contact their Plan Sponsor or its agent
designated  for the purpose of  processing  purchase  and  redemption  requests.
References  in  the  Prospectus  and  Statement  of  Additional  Information  to
shareholders  are to Plan Sponsors as the record  holders of the Fund's  shares.
The assets of the Fund are not plan assets of any of the Plans.

Shares of the Portfolios  are offered by the Fund on a continuous  basis to Plan
Sponsors of defined  contribution  retirement plans and are distributed by Alger
Inc. as principal underwriter for the Fund pursuant to a distribution  agreement
(the "Distribution  Agreement").  The Distribution Agreement provides that Alger
Inc. accepts orders for shares at net asset value as no sales commission or load
is charged.

Purchases and  redemptions  of shares of a Portfolio will be effected on days on
which  the New York  Stock  Exchange  (the  "NYSE")  is open for  trading.  Such
purchases and  redemptions of the shares of each Portfolio are effected at their
respective  net asset  values  per share  determined  as of the close of regular
trading on the NYSE  (currently  4:00 p.m.  Eastern  time) on that same day. See
"Net Asset Value." Payment for  redemptions  will be made by the Fund's transfer
agent on behalf of the Fund and the relevant  Portfolios within seven days after
receipt of redemption requests.

The Fund may suspend the right of  redemption of shares of any Portfolio and may
postpone payment for any period: (i) during which the NYSE is closed (other than
customary  weekend and holiday  closings) or during which trading on the NYSE is
restricted;  (ii) when the SEC determines that a state of emergency exists which
may make payment or transfer not reasonably practicable; (iii) as the SEC may by
order permit for the protection of the  shareholders of the Fund; or (iv) at any
other time when the Fund may, under  applicable  laws and  regulations,  suspend
payment on the redemption of its shares.

MANAGEMENT

TRUSTEES AND OFFICERS OF THE FUND
The names of the Trustees and officers of the Fund,  together  with  information
concerning their principal  business  occupations,  are set forth below. Each of
the officers of the Fund is also an officer,  and each of the trustees is also a
director or trustee, as the case may be, of other investment companies for which
Alger Management  serves as investment  adviser.  Fred M. Alger III and David D.
Alger are "interested persons" of the Fund, as defined in the Act. Fred M. Alger
III and David D. Alger are brothers. Unless otherwise noted, the address of each
person named below is 75 Maiden Lane, New York, New York 10038.

                                       8

<PAGE>

<TABLE>
<CAPTION>
NAME, POSITION WITH
THE FUND AND ADDRESS                   PRINCIPAL OCCUPATIONS
<S>                                    <C>                        

   
Fred M. Alger III                      Chairman of the Board of Alger Associates, Inc. ("Associates"), Alger Inc.,
  Chairman of the Board                Alger Management, Alger Properties, Inc. ("Properties"), Alger Shareholder Services, Inc.
                                       ("Services"), Alger Life Insurance Agency, Inc. ("Agency")  and Analysts Resources, Inc.
                                       ("ARI").

David D. Alger                         President and Director of Associates, Alger Management,
  President and Trustee                Alger Inc., Properties, Services and Agency; Executive Vice President and Director of ARI.

Gregory S. Duch                        Executive Vice President, Treasurer and Director of Alger Management and
  Treasurer                            Properties; Executive Vice President and Treasurer of Associates, Alger Inc.,
                                       ARI, Services and Agency.

Frederick A. Blum                      Senior Vice President of Associates, Alger Management, Alger Inc.,
  Assistant Secretary                  Properties, ARI, Services and Agency.
    

Arthur M. Dubow                        President of Fourth Estate, Inc.; private investor since 1985;
  Trustee                              Director of Coolidge Investment Corporation; formerly
  P.O. Box 969                         Chairman of the Board of Institutional Shareholder Services, Inc.
  Wainscott, NY 11975

Stephen E. O'Neil                      Of counsel to the law firm of Baker, Nelson, Mishkin & Kohler; private
Trustee                                investor since 1981;  Director of NovaCare,  Inc.,  Syntro 
460 Park Avenue                        Corporation and Brown Forman Distillers Corporation;  formerly 
New York, NY 10021                     President and Vice Chairman of City Investing Company
                                       and Director of Centerre Bancorporation.

Nathan Emile Saint-Amand, M. D.        Medical doctor in private practice.
  Trustee
  2 East 88th Street
  New York, NY 10128

John T. Sargent                        Private investor since 1987; Director of River Bank America and
  Trustee                              Atlantic Mutual Insurance Co.
  14 E. 69th Street
  New York, NY 10021
</TABLE>

No director,  officer or employee of Alger  Management  or its  affiliates  will
receive any  compensation  from the Fund for serving as an officer or Trustee of
the Fund. The Fund pays each Trustee who is not a director,  officer or employee
of Alger  Management  or its  affiliates  a  quarterly  fee of $1,500,  which is
reduced by the proportion of the meetings not attended by the Trustee during the
quarter.

   
The Fund did not offer its Trustees any pension or retirement benefits during or
prior to the fiscal year ended October 31, 1995.  The following  table  provides
compensation  amounts paid to Disinterested  Trustees of the Fund for the fiscal
year ended October 31, 1995.
    

                                       9

<PAGE>

<TABLE>
<CAPTION>
       COMPENSATION TABLE
                                                                       TOTAL COMPENSATION PAID TO TRUSTEES FROM
                                                                        THE ALGER DEFINED CONTRIBUTION TRUST,
                                                AGGREGATE                           THE ALGER FUND,
                                            COMPENSATION FROM                  THE ALGER AMERICAN FUND,
                                           THE ALGER DEFINED              CASTLE CONVERTIBLE FUND, INC. AND
       NAME OF PERSON, POSITION            CONTRIBUTION TRUST                     SPECTRA FUND, INC.
       ------------------------            -------------------          ---------------------------------------
       <S>                                       <C>                                    <C>    
   
       Arthur M. Dubow, Trustee                  $5,881                                 $28,250
       Stephen E. O'Neil, Trustee                $5,881                                 $28,250
       Nathan E. Saint-Amand, Trustee            $5,881                                 $28,250
       John T. Sargent, Trustee                  $5,881                                 $28,250
</TABLE>
    

INVESTMENT MANAGER
Alger Management serves as investment manager to each of the Portfolios pursuant
to separate  written  agreements (the "Management  Agreements").  Certain of the
services  provided by, and the fees paid by the Portfolios to, Alger  Management
under  the  Management  Agreements  are  described  in  the  Prospectus.   Alger
Management pays the salaries of all officers who are employed by both it and the
Fund.  Alger  Management has agreed to maintain office  facilities for the Fund,
furnish the Fund with  statistical and research data,  clerical,  accounting and
bookkeeping  services,  and certain other services  required by the Fund, and to
compute the net asset value,  net income and realized capital gains or losses of
the Portfolios.  Alger Management prepares semi-annual reports to the SEC and to
shareholders,  prepares  federal and state tax  returns  and filings  with state
securities commissions,  maintains the Fund's financial accounts and records and
generally  assists in all  aspects of the Fund's  operations.  Alger  Management
bears all expenses in connection  with the performance of its services under the
Management Agreements.

Alger  Management has agreed that, if in any fiscal year the aggregate  expenses
of any Portfolio  (including fees payable  pursuant to its Management  Agreement
but excluding interest, taxes, brokerage expenses,  distribution expenses and if
permitted by the relevant state securities  commissions,  certain other expenses
including  extraordinary  expenses)  exceed the expense  limitation of any state
having  jurisdiction  over the Portfolio,  Alger  Management  will reimburse the
Portfolio  for that  excess  expense to the  extent  required  by state law.  An
expense  reimbursement,  if any, will be estimated and reconciled daily and paid
on a monthly basis. At the date of this Statement of Additional Information, the
most restrictive  annual expense  limitation  applicable to any Portfolio is 2.5
percent of the Portfolio's first $30 million of average net assets,  2.0 percent
of the next $70 million of average  net assets and 1.5 percent of the  remaining
average net assets. However, under this limitation, Alger Management will not be
required  to  reimburse a Portfolio  an amount in excess of its  management  fee
earned with respect to that Portfolio.

   
During the period from November 8, 1993  (commencement  of  operations)  through
October  31,  1994,  and for the  fiscal  year ended  October  31,  1995,  Alger
Management  earned  under the terms of the  Management  Agreements  $65,445  and
$81,537,  respectively,  in respect  of the Alger  Defined  Contribution  Growth
Portfolio; $64,542 and $130,610,  respectively,  in respect of the Alger Defined
Contribution Small Cap Portfolio; $46,090 and $66,230,  respectively, in respect
of the Alger  Defined  Contribution  MidCap  Growth  Portfolio;  and $41,006 and
$55,348,  respectively,  in respect of the Alger Defined Contribution  Leveraged
AllCap Portfolio.
    

INDEPENDENT PUBLIC ACCOUNTANTS
Arthur Andersen LLP serves as independent public accountants for the Fund.

TAXES

The following is a summary of selected  federal income tax  considerations  that
may  affect  the Fund and its  shareholders.  The  summary  is not  intended  to
substitute  for  individual  tax advice and investors are urged to consult their
own tax  advisers  as to the  federal,  state  and  local  tax  consequences  of
investing in the Fund.

Each  Portfolio  intends to qualify as a "regulated  investment  company"  under
Subchapter M of the Internal  Revenue Code of 1986, as amended (the "Code").  If
qualified as a regulated  investment  company,  a Portfolio  will pay no federal
income taxes on its taxable net investment income (that is, taxable income other
than net realized  capital  gains) and its net realized  capital  gains that are
distributed to  shareholders.  To qualify under  Subchapter M, a Portfolio must,
among other  things:  (1)  distribute  to its  shareholders  at least 90% of its

                                       10

<PAGE>

taxable net investment  income and net realized  short-term  capital gains;  (2)
derive at least 90% of its gross income from dividends,  interest, payments with
respect  to loans of  securities,  gains from the sale or other  disposition  of
securities, or other income (including,  but not limited to, gains from options,
futures and forward contracts) derived with respect to the Portfolio's  business
of investing in securities;  (3) derive less than 30% of its annual gross income
from the sale or other  disposition of securities,  options,  futures or forward
contracts  held for less than three  months;  and (4)  diversify its holdings so
that, at the end of each fiscal quarter of the Portfolio (a) at least 50% of the
market value of the Portfolio's  assets is represented by cash, U.S.  Government
securities  and other  securities,  with those other  securities  limited,  with
respect to any one issuer,  to an amount no greater than 10% of the  outstanding
voting  securities of the issuer,  and (b) not more than 25% of the market value
of the Portfolio's assets is invested in the securities of any one issuer (other
than U.S.  Government  securities or securities  of other  regulated  investment
companies)  or of two or more issuers that the  Portfolio  controls and that are
determined to be in the same or similar  trades or businesses or related  trades
or businesses.  In meeting these requirements,  a Portfolio may be restricted in
the selling of  securities  held by the Portfolio for less than three months and
in the utilization of certain of the investment  techniques  described above and
in the Fund's prospectus. As a regulated investment company, each Portfolio will
be subject to a 4%  non-deductible  excise tax measured  with respect to certain
undistributed  amounts  of  ordinary  income and  capital  gain.  However,  each
Portfolio expects to pay the dividends and make the  distributions  necessary to
avoid the application of this excise tax.

CUSTODIAN

National  Westminster Bank NJ, 10 Exchange Place, Jersey City, New Jersey 07302,
serves as custodian for the Fund pursuant to a custodian  agreement  under which
it holds the Portfolios' assets.

TRANSFER AGENT

Alger Shareholder Services,  Inc., 30 Montgomery Street, Jersey City, New Jersey
07302,  serves as  transfer  agent for the Fund  pursuant  to a transfer  agency
agreement.  Under the transfer agency agreement Alger Shareholder Services, Inc.
processes  purchases and  redemptions of shares of the Portfolio,  maintains the
shareholder account records for each Portfolio,  handles certain  communications
between   shareholders   and  the  Fund  and   distributes   any  dividends  and
distributions payable by the Fund.

CERTAIN SHAREHOLDERS

   
Set forth below is certain information regarding significant shareholders of the
Portfolios.  The Fred Alger & Company,  Incorporated  et al Pension Plan and the
Fred Alger Company,  Incorporated  et al Profit Sharing Plan (the "Plans") owned
beneficially or of record 19.22% and 24.33%, respectively,  of the Alger Defined
Contribution Small Cap Portfolio; 42.63% and 52.49%, respectively,  of the Alger
Defined Contribution Growth Portfolio; 40.76% and 51.52%,  respectively,  of the
Alger  Defined  Contribution  MidCap  Growth  Portfolio;  and 42.87% and 51.97%,
respectively,  of the Alger Defined  Contribution  Leveraged AllCap Portfolio at
February  14,  1996.  The only  participants  in the Plans are past and  present
employees of Alger Inc. (a Delaware  corporation),  Alger Management (a New York
corporation),  Alger  Shareholder  Services,  Inc. (a Delaware  corporation) and
Analysts Resources, Inc. (a Delaware corporation).  Alger Management is a wholly
owned  subsidiary of Alger Inc.,  which in turn is a wholly owned  subsidiary of
Alger Associates,  Inc.  ("Associates") (a Delaware corporation).  All the other
corporations listed above are also wholly owned subsidiaries of Associates. Fred
M. Alger III and David D. Alger own approximately 53% and 17%, respectively,  of
Associates and may be deemed to control that company and its subsidiaries.  As a
result of these  securities  holdings,  the Plans may be deemed to  control  the
Portfolios,  which may have the effect of proportionately diminishing the voting
power of other  shareholders of these Portfolios.  It can be expected,  however,
that this effect will diminish as investors  other than those  identified  above
purchase additional shares of the Portfolios.
    

The following table contains information regarding persons known to the Fund who
own  beneficially  or of  record  five  percent  or  more of the  shares  of any
Portfolio.  Unless otherwise noted, the address of each owner is 75 Maiden Lane,
New York,  New York 10038.  All  holdings are  expressed  as a  percentage  of a

                                       11

<PAGE>

Portfolio's outstanding shares as of February 21, 1996 and record and beneficial
holdings are in each instance denoted as follows: record/beneficial.

<TABLE>
<CAPTION>
   
                                                                                         Alger
                                  Alger               Alger             Alger           Defined
                                 Defined             Defined           Defined       Contribution
                              Contribution        Contribution      Contribution       Leveraged
                                Small Cap            Growth         MidCap Growth       AllCap
Name and                        Portfolio           Portfolio         Portfolio        Portfolio
Address                         (Record/            (Record/          (Record/         (Record/
of Shareholders                Beneficial)         Beneficial)       Beneficial)      Beneficial)
- ---------------                -----------         -----------       -----------      -----------
<S>                           <C>                 <C>               <C>              <C>      
Fred Alger & Company,
Incorporated et al   
Pension Plan                  19.22%/19.22%       42.63%/42.63%     40.76%/40.76%    42.87%/42.87%

Fred Alger & Company,
Incorporated et al
Profit Sharing Plan           24.33%/24.33%       52.49%/52.49%     51.52%/51.52%    51.97%/51.97%

Fred Alger & Company,
Incorporated
401(k) Plan                     -0- / -0-           -0- / -0-        7.19%/7.19%       -0- / -0-

Wachovia Bank of NC
Trustee for The
  Spacelabs Issop
P. O. Box 3075
Winston-Salem,
  NC 27102-3075                7.99%/ -0-           -0- / -0-         -0- / -0-        -0- / -0-

Firnap & Co. Trustee
fbo Mentor Graphics
First Interstate Bank
  of Oregon
P. O. Box 2971
Portland, OR 97208             41.26%/ -0-          -0- / -0-         -0- / -0-        -0- / -0-

Officers and Trustees
of the Fund in the
Aggregate                       -0- / -0-           -0- / -0-         -0- / -0-        -0- / -0-
    
</TABLE>

ORGANIZATION

The Fund has been organized as an  unincorporated  business trust under the laws
of the Commonwealth of Massachusetts pursuant to an Agreement and Declaration of
Trust  dated July 14,  1993 (the  "Trust  Agreement").  The word  "Alger" in the
Fund's name has been adopted pursuant to a provision  contained in the Agreement
and  Declaration of Trust.  Under that  provision,  Alger  Associates,  Inc. may
terminate  the  Fund's  license  to use the word  "Alger" in its name when Alger
Management ceases to act as the Fund's investment manager.

Shares do not have  cumulative  voting rights,  which means that holders of more
than 50 percent of the shares  voting for the election of Trustees can elect all
Trustees.  Shares  are  transferable  but  have  no  preemptive,  conversion  or
subscription  rights.  Shareholders  generally  vote by  Portfolio,  except with
respect to the election of Trustees  and the  ratification  of the  selection of
independent   accountants.   In  the   interest  of  economy  and   convenience,
certificates  representing shares of a Portfolio are physically issued only upon
specific written request of a shareholder.

Meetings of  shareholders  normally will not be held for the purpose of electing
Trustees  unless  and until such time as less than a  majority  of the  Trustees
holding  office have been  elected by  shareholders,  at which time the Trustees
then in office will call a  shareholders'  meeting for the election of Trustees.
Under  the  Act,  shareholders  of  record  of no less  than  two-thirds  of the
outstanding  shares of the Fund may remove a Trustee  through a  declaration  in
writing  or by vote  cast in person  or by proxy at a  meeting  called  for that
purpose. Under the Trust Agreement,  the Trustees are required to call a meeting
of shareholders for the purpose of voting on the question of removal of any such
Trustee when requested in writing to do so by the  shareholders of record of not
less than 10 percent of the Fund's outstanding shares.

Massachusetts law provides that shareholders could, under certain circumstances,
be held personally  liable for the obligations of the Fund.  However,  the Trust
Agreement  disclaims  shareholder  liability for acts or obligations of the Fund
and  requires  that  notice  of such  disclaimer  be  given  in each  agreement,
obligation or instrument entered into or executed by the Fund or a Trustee.  The
Trust Agreement  provides for  indemnification  from the Fund's property for all

                                       12

<PAGE>

losses  and  expenses  of  any  shareholder  held  personally   liable  for  the
obligations of the Fund. Thus, the risk of a shareholder's  incurring  financial
loss on account of shareholder  liability is limited to  circumstances  in which
the Fund itself would be unable to meet its obligations,  a possibility that the
Fund believes is remote. Upon payment of any liability incurred by the Fund, the
shareholder  paying the  liability  will be entitled to  reimbursement  from the
general assets of the Fund. The Trustees intend to conduct the operations of the
Fund in a manner so as to avoid, as far as possible,  ultimate  liability of the
shareholders for liabilities of the Fund.

DETERMINATION OF PERFORMANCE
The "total  return" and "yield"  described in the  Prospectus  as to each of the
Portfolios,  are computed  according to formulas  prescribed  by the SEC.  These
performance figures are calculated in the following manner:

A. Total  Return--A  Portfolio's  average  annual total return  described in the
Prospectus is computed according to the following formula:
                                         /n/
                                  P (1+T) =ERV

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 1, 5, or 10 year  periods at the end of
               the 1, 5 and 10 year periods (or fractional portion thereof);

   
The average annual total returns for the  Portfolios  for the periods  indicated
below were as follows:

                                  Period from
                                   Inception*      Year-Ended
                                through 10/31/95    10/31/95
                                ----------------    --------
Alger Defined Contribution
  Small Cap Portfolio                34.54%          66.19%
Alger Defined Contribution
  MidCap Growth Portfolio            34.42           54.10
Alger Defined Contribution
  Growth Portfolio                   19.50           37.10
Alger Defined Contribution
  Leveraged AllCap Portfolio         25.02           54.40
* Commenced operations on November 8, 1993.
    


B. Yield--a  Portfolio's  net  annualized  yield  described in the Prospectus is
computed according to the following formula:

                           a-b      /6/
               YIELD = 2[(----- + 1)   - 1]
                            cd
Where:   a = dividends and interest earned during the period.

         b = expenses accrued for the period (net of reimbursements).

         c = The average daily number of shares  outstanding  during the  period
             that were entitled to receive dividends.

         d = the maximum offering price per share on the last day of the period.



IN GENERAL
Current  performance  information  for the Portfolios may be obtained by calling
the Fund at the telephone number provided on the cover page of this Statement of
Additional  Information.  A Portfolio's quoted performance may not be indicative
of future performance.  A Portfolio's  performance will depend upon factors such
as the Portfolio's  expenses and the types and maturities of instruments held by
the Portfolio.

From  time to  time,  in  advertisements  or in  reports  to  shareholders,  the
performances  of the  Portfolios  may be quoted and  compared  to those of other
funds and accounts  with  similar  investment  objectives.  In  connection  with
communicating   its  "yield"  or  "total   return"  to  current  or  prospective
shareholders,  each of the other  Portfolios  may compare  these  figures to the
performance of other mutual funds with similar  investment  objectives  that are
tracked by mutual fund rating services or to other  unmanaged  indices which may
assume  reinvestment  of dividends but generally do not reflect  deductions  for
administrative and management costs.


                                       13

<PAGE>

FELLOW SHAREHOLDERS:

Unlike France in the 1790's,  which Charles Dickens described in the TALE OF TWO
CITIES as the "best of times and the worst of  times,"  the late  1990's for the
American  financial  markets  are  purely the best of times.  While all  periods
provide some room for concern,  the current period is more promising than almost
any other in recent history.


HOW WE ARRIVED AT THIS POINT
The stock  market and the bond  market  have both done  exceptionally  well this
year. This year's performance  results from the one-two combination punch to the
jaw of growth stocks which  commenced  with the  Presidential  election in 1992.
After twelve years of Republican stewardship,  the market and business community
began to see a very unclear economic picture emerge. The first punch landed with
the  appointment of the  President's  new cabinet whose agenda was to create new
taxes on the "rich" and to socialize the health care industry (which  represents
15% of the Gross Domestic  Product).  Growth stocks,  which rely on a reasonable
visibility of the future,  began to lose relative valuation.  What seemed like a
value market at the time was in reality a reluctance on the part of investors to
face an uncertain future. An exceedingly lenient monetary policy,  which touched
off a boom in  consumer  spending in the fourth  quarter of 1993,  added to this
confusion.  This brought  about the second  punch to the jaw that growth  stocks
received.  In February of 1994,  the Federal  Reserve began to tighten  interest
rates in a series  of six  consecutive  steps.  Once  again,  this  clouded  the
economic future and created a compression of growth stock multiples.

At this point, fear of the new administration's policies was replaced by fear of
the Federal  Reserve.  The market  declined  and growth  stocks  collapsed  on a
relative basis.  The collective body of market and economic  forecasters who are
colloquially known as "pundits" all unanimously agreed that inflation would soar
and the stock market would collapse.

Why were they so wrong? First,  inflation fears were driven by soaring prices of
industrial  commodities.  However,  commodity based raw materials represent only
15% of the  total  cost of  manufacturing.  Much more  important  is the cost of
labor,  which did not rise  rapidly.  Inflation  was  subdued  throughout  1994.
Secondly, the forecaster's  assumption of a stock market collapse was predicated
on the view that the market abhors increases in short-term  rates.  Indeed,  the
crash of 1987 was  preceded  and perhaps  caused by an  increase  in  short-term
rates.  Thirdly,  there  was a  generally  accepted  view  that the  market  was
overpriced.  Although this view was widely expressed on television, it was never
the case. By way of  comparison,  in the period prior to the crash of 1987,  the
earnings  yield of the  market  was  only  half the  yield of the  30-year  U.S.
Government Bond. This was below the normal range of 50% to 90%. Throughout 1994,
the earnings  yield of the stock market  typically sold at about 75% of the U.S.
Government  Bond  yield.  Moreover,  the bond  market  itself  was  undervalued,
discounting  a level of  inflation  which never  materialized.  Based on forward
looking price earnings ratios, the market was, if anything, undervalued.

CURRENT MARKET AND ECONOMY
As 1995 dawned,  the key  questions  facing the markets  concerned  the need for
future  tightening of interest rates by the Federal Reserve,  the possible onset
of  inflation  and the  excessive  strength  of the  economy,  all of which  are
naturally interrelated.  Now we are well into the fourth quarter and the concern
of the market is not whether the economy is growing too fast,  but whether it is
growing too slowly.  

As early as last year, we forecasted  that the economy would slow and that there
would be a "soft landing". This has been a correct forecast, although it may now
be obsolete.  All four components of consumer spending,  which constitute 69% of
the Gross Domestic Product:  housing, autos, consumer durables and apparel, have
slowed  significantly  but should bounce back due to the drop in interest  rates
and a reduction in inventory levels. There is evidence,  therefore,  that we are
no longer looking at a "soft landing," but rather a "touch and go landing."

                                      F-1

<PAGE>

It would be overly optimistic to say that all is well with the economy. Consumer
confidence,  while  better  in  some  surveys,  is  not  robust.  While  leading
indicators are up slightly,  many  components of retail sales are still pointing
down.  Whether  the  Federal  Reserve  will  continue  to lower rates is an open
question especially in light of the current Federal budget  negotiations.  While
these  negotiations may well drag into 1996, it would be disappointing for those
who are expecting a cut in rates in the near term.

The bond market  continues  to believe  that  interest  rates are too high.  The
dramatic  flattening  of the yield curve and the fact that the  Government  pays
less  interest  to borrow for 10 years than banks do  overnight  provides  ample
evidence.  The price of gold,  an excellent  proxy for  inflation,  remains at a
relatively low historic level (approximately $390 an ounce). We believe that the
economy  will soon  begin to react to the drop in  interest  rates  that we have
experienced  to date. As a result,  we expect the economy to keep advancing at a
slow rate and avoid a recession in 1996.

As for the stock  market,  we feel it still  remains  undervalued.  We use three
measures to determine the  appropriate  valuation  for the market.  The first is
simply to multiply  our best  estimate of Dow  earnings  for 1995 by the average
multiple of the last ten years which is 16. The result is an expected  target of
the Dow of 5600.  The second method  relates the market to  short-term  interest
rates. Our own proprietary  model multiplies the bottom-up  forecast for the Dow
earnings by the reciprocal of the 90-day commercial paper rate adjusted for some
smoothing  techniques.  This model states that the Dow would be correctly valued
at 6200. The third technique  involves the  relationship  between the industrial
S&P indexes  estimated  earnings  and the 30 year bond yield.  Using the average
relationship  between  these two  variables  for the period 1988  through  1994,
suggests that the market could  appreciate  33% next year. The Dow equivalent of
this  would be  6300.  While  none of these  forecasts  may be  realized,  it is
interesting  that they all agree that the market will  appreciate  significantly
next year using only average relationships.


THE ALGER DEFINED CONTRIBUTION TRUST PORTFOLIO REVIEWS

ALGER DEFINED CONTRIBUTION GROWTH PORTFOLIO

The Alger Defined  Contribution  Growth Portfolio recorded excellent results for
the period ended October 31, 1995, with a gain of 37.1%, relative to the S&P 500
Index return of 26.4%.  The Portfolio is well  represented  in three  industries
which  are  full of  fast  growing,  profitable  and  well  run  companies.  The
Healthcare,  Computer Related & Business Equipment and Semiconductors industries
represent 23.1%, 15.2% and 11.6%, respectively,  of the Portfolio's composition.
The  top  three  holdings  of  the  Portfolio  at the  period  end  were  Altera
Corporation, Lone Star Steakhouse & Saloon, Inc. and Biochem Pharma Inc.

ALGER DEFINED CONTRIBUTION SMALL CAP PORTFOLIO

For the year ended October 31, 1995,  the Alger Defined  Contribution  Small Cap
Portfolio returned 66.2%, significantly outperforming the Wilshire Small Company
Growth  Index  which  returned  25.2% and the Russell  2000  Growth  Index which
returned 20.6% over the same period. The Portfolio's  largest three positions at
the end of the period were: U.S. Robotics Corp., Maxim Integrated  Products Inc.
and Altera Corporation. The top representative industry groups at the period end
were: Semi-Conductors, Communications and Computer Related & Business Equipment.
At present,  we continue to hold these  companies  and many  companies  in these
representative industries as their products are innovative, in high demand by an
expanding  marketplace  and have  earnings  that  continue  to grow at very high
rates.

ALGER DEFINED CONTRIBUTION MIDCAP GROWTH PORTFOLIO

The Alger Defined  Contribution MidCap Growth Portfolio continues to provide its
investors  with  strong,  solid  performance,  returning  54.1% for the one year
period ended  October 31, 1995.  Over the same period,  the benchmark S&P MidCap
400 Index  returned  21.2%.  Possibly the most exciting and yet to be recognized
sector  of  the  equities  market,   midcap  stocks  have  many  of  the  upside
characteristics   of  small  cap  stocks   without  the   attendant   volatility

                                      F-2
<PAGE>

attributable  to a lack of liquidity.  The  Portfolio's  largest  representative
industries at the period end were Computer  Related & Business  Equipment 21.7%,
Healthcare 16.1% and Communications 11.2%.


ALGER DEFINED CONTRIBUTION LEVERAGED ALLCAP PORTFOLIO

The Alger Defined  Contribution  Leveraged AllCap Portfolio employs an "all cap"
(small,  medium and large  capitalizations)  portfolio management strategy which
has been  implemented at Fred Alger  Management for over 31 years.  In addition,
the Portfolio may employ a management  technique  known as leveraging,  that is,
borrowing  money for  investment  purposes in order to increase the  Portfolio's
holdings and, therefore, its exposure to the stock market. Over the twelve month
period,  the  Portfolio  returned  54.4%  relative  to the S&P 500  Index  which
returned 26.4%. The largest  representative  industry groups at the period ended
included  Semiconductors 23.9%, Computer Related & Business Equipment 18.4%, and
Healthcare 12.7%.


LOOKING AHEAD

Despite the rally  year-to-date,  growth  stocks  generally  remain  undervalued
relative to the market. Technology stocks still represent excellent investments.
While they have moved up a great  deal,  so have their  earnings.  Consequently,
their price/earnings multiples have not greatly increased. An example of this is
one  of  our  favorite  holdings,  Altera  Corporation,  which  has  appreciated
approximately 150% year-to-date . However,  we expect Altera's earnings to be up
135% this year.  Consequently,  Altera is not trading at a substantially  higher
multiple of 1995 earnings compared to its 1994 earnings at this point last year.

In 1991, I wrote a book entitled RAGING BULL: HOW TO INVEST IN THE GROWTH STOCKS
OF THE 90'S.  In the last  chapter  I  predicted  that the Dow Jones  Industrial
Average would reach 6,000 by the  millennium  and perhaps  sooner based on seven
basic factors:

1. End of the Cold War, leading to increased American self confidence.

2. An average high level of employment, due mainly to demographics.

3. Modest inflation.

4. Normal real rates of interest.

5. Rapidly expanding exports.

6. The eventual elimination of the deficit.

7. Rapid technological change.

Generally,  I think we are still on  target  (even  the  deficit  point is being
debated)  and I am  extremely  excited  about the  prospects  for the market and
especially growth stocks during the next 5 years.



                                        Respectfully submitted,

                                        /s/ David D. Alger
                                        David D. Alger
                                        President

                                      F-3

<PAGE>


   ALGER DEFINED CONTRIBUTION GROWTH PORTFOLIO
   PORTFOLIO HIGHLIGHTS THROUGH OCTOBER 31, 1995 (UNAUDITED)


   The Alger Defined  Contribution  Growth Portfolio  invests in companies which
   generally have broader product lines, markets,  financial resources and depth
   of management than smaller, newer companies.


   $10,000 HYPOTHETICAL INVESTMENT SINCE INCEPTION November 8, 1993


[The following table represents a chart in the printed piece]

               Alger
              Defined
            Contribution
               Growth     S&P 500
               ------     -------
11-08-93       10,000      10,000
10-31-94       10,380      10,410
10-31-95       14,231      13,162


   The chart above  illustrates  the growth in value of a  hypothetical  $10,000
   investment made in the Alger Defined  Contribution  Growth  Portfolio and the
   S&P  500 on  November  8,  1993,  the  inception  date of the  Alger  Defined
   Contribution  Growth  Portfolio.  The  figures  for  both the  Alger  Defined
   Contribution  Growth  Portfolio and the S&P 500, an unmanaged index of common
   stocks, include reinvestment of dividends.



   PERFORMANCE COMPARISON THROUGH October 31, 1995
                                                          Average Annual Return
                                                             Since Inception
                                          1 Year                 11/8/93
                                        ----------------------------------------

   Alger Defined Contribution
   Growth Portfolio                       37.10%                  19.50%

   S&P 500                                26.44%                  14.88%
                                        ----------------------------------------

   THE  PORTFOLIO'S  AVERAGE ANNUAL TOTAL RETURNS INCLUDE CHANGES IN SHARE PRICE
   AND  REINVESTMENT OF DIVIDENDS AND CAPITAL GAINS.  PAST  PERFORMANCE DOES NOT
   GUARANTEE FUTURE RESULTS.  INVESTMENT RETURN AND PRINCIPAL WILL FLUCTUATE AND
   THE  PORTFOLIO'S  SHARES WHEN  REDEEMED  MAY BE WORTH MORE OR LESS THAN THEIR
   ORIGINAL COST.

                                      F-4

<PAGE>

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

THE ALGER DEFINED CONTRIBUTION TRUST
ALGER DEFINED CONTRIBUTION GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS

October 31, 1995
   SHARES   COMMON STOCKS--97.7%                         VALUE
   ------                                                -----
            AIRLINES--1.0%
    2,000   Delta Air Lines Inc...................$    131,250
                                                  ------------


            COMMUNICATIONS--5.6%
    3,500   Century Telephone Enterprises, Inc....     101,500
    6,000   DSC Communications Corporation*.......     222,000
    2,000   Glenayre Technologies Inc.*...........     128,500
    8,000   Tellabs, Inc.*........................     272,000

                                                  ------------
                                                       724,000
                                                  ------------

            COMPUTER RELATED &
              BUSINESS EQUIPMENT--15.2%
    6,600   Altera Corporation*...................     399,300
    3,000   Bay Networks Inc.*....................     198,750
    4,000   Dell Computer Corporation*............     186,500
    3,200   Hewlett-Packard Company...............     296,400
    3,700   Read-Rite Corporation*................     129,038
    6,000   Seagate Technology*...................     268,500
    5,000   3 Com Corp.*..........................     235,000
    5,900   Xilinx, Inc.*.........................     271,400
                                                  ------------
                                                     1,984,888
                                                  ------------

            COMPUTER SOFTWARE--3.0%
    4,500   Enterprise Systems Inc.*..............     105,188
   10,000   Informix Corporation*.................     291,250
                                                  ------------
                                                      396,438
                                                  ------------

            COMPUTER TECHNOLOGY--1.5%
    2,000   AVX Corporation*......................      62,250
    3,900   Silicon Graphics, Inc.*...............     129,675
                                                  ------------
                                                       191,925
                                                  ------------

            DEFENSE--4.8%
    2,679   Lockheed Martin Corp..................     182,506
    6,000   Loral Corporation.....................     177,750
    3,300   McDonnell Douglas Corporation.........     269,775
                                                  ------------
                                                       630,031
                                                  ------------

            FINANCIAL SERVICES--5.4%
    4,965   First Data Corporation................     328,294
    4,300   Lehman Brothers Holdings Inc..........      93,524
    5,000   Merrill Lynch & Co., Inc..............     277,500
                                                  ------------
                                                       699,318
                                                  ------------

            FREIGHT--2.0%
    3,200   Federal Express Corp.*................     262,800
                                                  ------------

            HEALTHCARE--23.1%
    3,100   Apria Healthcare Group Inc.*..........      67,038
   10,000   Biochem Pharma Inc.*..................     382,500
    3,000   Boston Scientific Corporation*........     126,375
    5,000   Cardinal Health, Inc..................     256,875
    5,000   Columbia/HCA Healthcare Corporation...     245,625
    5,800   Healthsource Inc.*....................     307,400
    3,000   Lilly (Eli) Co........................     289,875
    3,200   Medtronic, Inc........................     184,800
    5,200   Merck & Co., Inc......................     299,000
    1,200   Nellcor Puritan Bennett Inc.*.........      69,000
    1,800   Oxford Health Plans, Inc.*............     140,850
    6,000   SmithKline Beecham PLC ADS............     311,250
    6,200   Summit Technology Inc.*...............     275,900
    2,000   United Dental Care, Inc.*.............      61,000
                                                  ------------
                                                     3,017,488
                                                  ------------

            LEISURE & ENTERTAINMENT--3.1%
    3,000   Disney (Walt) Productions.............     172,875
    4,500   Viacom Inc. Cl. B.*...................     225,000
                                                  ------------
                                                       397,875
                                                  ------------
            PAPER PACKAGING &
              FOREST PRODUCTS--2.6%
    3,900   Alco Standard Corporation.............     345,150
                                                  ------------

            POLLUTION CONTROL--1.6%
   10,000   USA Waste Services Inc.*..............     210,000
                                                  ------------
            RESTAURANTS & LODGING--3.0%
   10,000   Lone Star Steakhouse & Saloon, Inc.*..     386,250
                                                  ------------

            RETAILING--6.0%
   15,250   OfficeMax Inc.*.......................     377,437
    4,500   Tandy Corporation.....................     222,188
    4,000   Viking Office Products, Inc.*.........     178,000
                                                  ------------
                                                       777,625
                                                  ------------
            SEMICONDUCTORS--11.6%
    3,500   Cirrus Logic, Inc.*...................     147,437
    5,500   Integrated Device Technology, Inc.*...     104,500
    2,200   Intel Corporation.....................     153,725
    6,000   LSI Logic Corporation*................     282,750
    5,000   Linear Technology Corporation.........     218,750
    3,000   Maxim Integrated Products, Inc.*......     224,250
    2,600   Micron Technology, Inc................     183,625
    3,000   Texas Instruments, Incorporated.......     204,750
                                                  ------------
                                                     1,519,787
                                                  ------------
            SEMICONDUCTORS
              CAPITAL EQUIPMENT--4.6%
    6,600   Applied Materials, Inc.*..............     330,825
    7,500   Opal, Inc.*...........................     113,438
    4,500   Teradyne, Inc.*.......................     150,188
                                                  ------------
                                                       594,451
                                                  ------------

            MISCELLANEOUS--3.6%
    5,000   Loewen Group Inc......................     200,238
    6,700   Service Corporation International.....     268,838
                                                  ------------
                                                       469,076
                                                  ------------

            Total Common Stocks (Cost $10,242,384)  12,738,352
                                                  ------------

PRINCIPAL
   AMOUNT   SHORT-TERM CORPORATE NOTES--3.4%
- ---------
 $445,000   Washington Square Mortgage Co.,
              5.78%, 11/3/95
              (Cost $444,857).....................     444,857
                                                  ------------
  Total Investments (Cost $10,687,241)(a)   101.1%  13,183,209         
Liabilities in Excess of Other Assets        (1.1)    (141,472)
                                            -----   ----------
  Net Assets.............................   100.0% $13,041,737
                                            =====   ==========

  *Non-income producing security.
(a)At October 31, 1995, the net unrealized appreciation on investments, based on
   cost for federal income tax purposes of  $10,687,241,  amounted to $2,495,968
   which consisted of aggregate gross unrealized  appreciation of $2,722,814 and
   aggregate gross unrealized depreciation of $226,846.

                       See Notes to Financial Statements.
   
                                       F-5

<PAGE>

ALGER DEFINED CONTRIBUTION SMALL CAP PORTFOLIO
PORTFOLIO HIGHLIGHTS THROUGH OCTOBER 31, 1995 (UNAUDITED)


The  Alger  Defined   Contribution   Small  Cap  Portfolio   invests  in  small,
fast-growing companies that offer innovative products, services, or technologies
to a rapidly expanding marketplace.

- --------------------------------------------------------------------------------
$10,000 HYPOTHETICAL INVESTMENT SINCE INCEPTION November 8, 1993
- --------------------------------------------------------------------------------


[This table represents a chart in the printed piece]

               Alger
              Defined      Wilshire
            Contribution   Small Co.      Russell 2000
              Small Cap   Growth Index    Growth Index
              ---------   ------------    ------------
11-08-93       10,000       10,000           10,000
10-31-94       10,830       10,546           10,600
10-31-95       17,999       13,203           12,064


The  chart  above  illustrates  the  growth in value of a  hypothetical  $10,000
investment made in the Alger Defined Contribution Small Cap Portfolio,  Wilshire
Small  Company  Growth  Index and the Russell  2000 Growth  Index on November 8,
1993, the inception date of the Alger Defined  Contribution Small Cap Portfolio.
The figures for the Alger Defined  Contribution  Small Cap  Portfolio,  Wilshire
Small Company Growth Index (an unmanaged index of common stocks) and the Russell
2000 Growth Index (an unmanaged index of common stocks) include  reinvestment of
dividends.

For the  upcoming  fiscal  year,  the  Portfolio  will use only the Russell 2000
Growth Index (the  "Russell  2000") as a  comparative  index.  The Portfolio has
elected to change its  comparative  index  because  management  of the Portfolio
believes the size of the companies in the Russell 2000 is more representative of
the size of the companies in which the Portfolio invests.

- --------------------------------------------------------------------------------
   PERFORMANCE COMPARISON THROUGH October 31, 1995
- --------------------------------------------------------------------------------
                                                        Average Annual Return
                                                           Since Inception
                                           1 Year              11/8/93
                                         ---------------------------------------

    Alger Defined Contribution
    Small Cap Portfolio                    66.19%               34.54%

    Wilshire Small Co. Growth Index        25.20%               15.06%

    Russell 2000 Growth Index              20.57%                9.93%
                                         ---------------------------------------


THE PORTFOLIO'S  AVERAGE ANNUAL TOTAL RETURNS INCLUDE CHANGES IN SHARE PRICE AND
REINVESTMENT OF DIVIDENDS AND CAPITAL GAINS. PAST PERFORMANCE DOES NOT GUARANTEE
FUTURE  RESULTS.   INVESTMENT  RETURN  AND  PRINCIPAL  WILL  FLUCTUATE  AND  THE
PORTFOLIO'S  SHARES WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THEIR  ORIGINAL
COST.

                                      F-6

<PAGE>

THE ALGER DEFINED CONTRIBUTION TRUST
ALGER DEFINED CONTRIBUTION SMALL CAP PORTFOLIO
SCHEDULE OF INVESTMENTS

October 31, 1995
   SHARES   COMMON STOCKS--94.3%                         VALUE
   ------                                                -----
            BUILDING & CONSTRUCTION--.4%
    3,000   U.S. Home Corporation*................ $    80,625
                                                  ------------

            COMMUNICATIONS--16.5%
    5,000   Ascend Communications, Inc.*..........     325,000
   12,000   DSC Communications Corporation*.......     444,000
   10,875   Glenayre Technologies Inc.*...........     698,719
    9,000   Network Equipment Technologies, Inc.*.     293,625
   16,400   Tellabs, Inc.*........................     557,600
   16,000   U.S. Robotics Corp.*..................   1,480,000
                                                  ------------
                                                     3,798,944
                                                  ------------
            COMPUTER RELATED &
              BUSINESS EQUIPMENT--11.7%
   12,200   Altera Corporation*...................     738,100
    7,000   Bay Networks Inc.*....................     463,750
    4,600   Dell Computer Corporation*............     214,475
    5,000   Digital Equipment Corporation*........     270,625
   15,000   ESS Technology, Inc.*.................     450,000
    2,000   Komag, Incorporated*..................     114,000
    7,000   Read-Rite Corporation*................     244,125
    4,500   Xilinx, Inc...........................     207,000
                                                  ------------
                                                     2,702,075
                                                  ------------
            COMPUTER SOFTWARE--10.6%
    9,000   Activision Inc.*......................     150,750
    4,000   Electronics For Imaging Inc.*.........     329,000
    7,000   EPIC Design Technology, Inc.*.........     322,000
   16,600   Informix Corporation*.................     483,475
   10,000   Logic Works Inc.*.....................     152,500
    5,000   Maxis Inc.*...........................     221,250
   23,000   S3 Incorporated*......................     393,875
   12,000   Softkey International Inc.*...........     378,000
                                                  ------------
                                                     2,430,850
                                                  ------------
            COMPUTER TECHNOLOGY--5.6%
    3,000   Actel Corporation*....................      35,250
    5,700   Adaptec Inc.*.........................     253,650
   17,600   C.P. Clare Corporation*...............     455,400
    3,000   Integrated Silicon Systems, Inc. *....      88,125
   15,000   Pinnacle Systems, Inc.*...............     470,625
                                                  ------------
                                                     1,303,050
                                                  ------------
            CONSUMER PRODUCTS--2.5%
   15,000   De Rigo Spa (ADR)*....................     309,375
    8,000   Oakley, Inc.*.........................     276,000
                                                  ------------
                                                       585,375
                                                  ------------

            HEALTHCARE--10.6%
   20,000   AHI Healthcare Systems, Inc.*.........     280,000
   16,500   Biochem Pharma Inc.*..................     631,125
   10,000   Depotech Corp.*.......................     145,000
    2,000   HBO & Company.........................     141,500
    5,000   Hologic, Inc.*........................     130,000
   12,500   IMNET Systems, Inc.*..................     317,188
   10,000   Liposome Company Inc.*................     153,750
    6,100   Metra Biosystems, Inc.*...............     112,850
    7,575   PhyCor Inc.*..........................     278,381
    5,400   Summit Technology, Inc.*..............     240,300
                                                  ------------
                                                     2,430,094
                                                  ------------
            POLLUTION CONTROL--2.3%
    5,800   United Waste Systems, Inc.*...........     229,100
   14,500   USA Waste Services, Inc.*.............     304,500
                                                  ------------
                                                       533,600
                                                  ------------
            RESTAURANTS & LODGING--2.9%
    5,600   DF&R Restaurants, Inc.*...............     170,800
    5,000   Lone Star Steakhouse & Saloon, Inc.*..     193,125
    9,499   Outback Steakhouse, Inc.*.............     298,030
                                                  ------------
                                                       661,955
                                                  ------------
            RETAILING--4.4%
    5,300   CompUSA Inc.*.........................     202,725
    7,400   Fabri-Centers Of America Inc. Cl A.*..     110,075
    7,400   Fabri-Centers Of America Inc. Cl B.*..      86,025
    6,000   Guest Supply Inc.*....................     113,250
   16,500   OfficeMax, Inc.*......................     408,375
    2,034   Viking Office Products, Inc.*.........      90,512
                                                  ------------
                                                    1,010,962
                                                  ------------
            SEMICONDUCTORS--19.4%
    9,750   Alliance Semiconductor Corp.*.........     299,813
   13,000   Cirrus Logic, Inc.*...................     547,625
   16,600   Integrated Device Technology, Inc.*...     315,400
    9,500   LSI Logic Corporation*................     447,688
   13,500   Linear Technology Corporation.........     590,625
   10,800   Maxim Integrated Products Inc.*.......     807,300
    9,000   Micrel, Incorporated*.................     204,750
   20,500   Micro Linear Corporation*.............     315,188
   17,000   Microchip Technology Incorporated*....     674,696
   10,900   TriQuint Semiconductor, Inc.*.........     247,975
                                                  ------------
                                                     4,451,060
                                                  ------------
            SEMICONDUCTORS
              CAPITAL EQUIPMENT--7.4%
    5,000   AG Associates, Inc.*..................     110,625
    8,000   FSI International, Inc.*..............     190,000
    8,000   GaSonics International Corp.*.........     264,000
    5,000   OnTrak Systems, Inc.*.................      98,125
    5,200   Opal, Inc.*...........................      78,650
    7,000   PRI Automation, Inc.*.................     259,000
    5,700   Silicon Valley Group, Inc.*...........     184,538
   12,000   Tencor Instruments*...................     511,500
                                                  ------------
                                                     1,696,438
                                                  ------------
            Total Common Stocks (Cost $15,131,252)  21,685,028


PRINCIPAL
   AMOUNT   SHORT-TERM CORPORATE NOTES--5.0%
- ---------
 $225,000   International Lease Finance Corp.,
              5.72%, 11/01/95.....................     225,000
  358,000   State Mutual Life Assurance Co. of 
              America,
              5.73%, 11/03/95.....................     357,886
  578,000   Washington Square Mortgage Co.,
              5.78%, 11/03/95.....................     577,815
                                                  ------------
            Total Short-Term Corporate Notes
              (Cost $1,160,701)...................   1,160,701
                                                  ------------

  Total Investments (Cost $16,291,953)(a)   99.3%   22,845,729
  Other Assets in Excess of Liabilities..     .7       155,837
                                           ------ ------------
  Net Assets.............................  100.0%  $23,001,566
                                           ====== ============
- ----------
  *Non-income producing security.
(a)At October 31, 1995, the net unrealized  appreciation on  investments,  based
   on  cost  for  federal  income  tax  purposes  of  $16,291,953,  amounted  to
   $6,553,776  which  consisted of aggregate  gross  unrealized  appreciation of
   $6,796,262 and aggregate gross unrealized depreciation of $242,486.


                       See Notes to Financial Statements.

                                      F-7

<PAGE>


ALGER DEFINED CONTRIBUTION MIDCAP GROWTH PORTFOLIO
PORTFOLIO HIGHLIGHTS THROUGH OCTOBER 31, 1995 (UNAUDITED)


The Alger  Defined  Contribution  MidCap Growth  Portfolio  invests in mid-sized
companies.

- --------------------------------------------------------------------------------
$10,000 HYPOTHETICAL INVESTMENT SINCE INCEPTION November 8, 1993
- --------------------------------------------------------------------------------

               Alger
              Defined
            Contribution
               MidCap
               Growth     S&P 500
               ------     -------
11-08-93       10,000      10,000
10-31-94       11,660      10,292
10-31-95       17,968      12,4752


The  chart  above  illustrates  the  growth in value of a  hypothetical  $10,000
investment made in the Alger Defined  Contribution  MidCap Growth  Portfolio and
the S&P MidCap 400 Index on November 8, 1993,  the  inception  date of the Alger
Defined  Contribution  MidCap  Growth  Portfolio.  Figures for the Alger Defined
Contribution  MidCap Growth Portfolio and the S&P MidCap 400 Index, an unmanaged
index of common stocks, include reinvestment of dividends.



- --------------------------------------------------------------------------------
   PERFORMANCE COMPARISON THROUGH October 31, 1995
- --------------------------------------------------------------------------------
                                                          Average Annual Return
                                                             Since Inception
                                          1 Year                 11/8/93
                                     -------------------------------------------

   Alger Defined Contribution
   MidCap Growth Portfolio                 54.10%                34.42%

   S&P MidCap 400 Index                    21.21%                11.81%
                                     -------------------------------------------

THE PORTFOLIO'S  AVERAGE ANNUAL TOTAL RETURNS INCLUDE CHANGES IN SHARE PRICE AND
REINVESTMENT OF DIVIDENDS AND CAPITAL GAINS. PAST PERFORMANCE DOES NOT GUARANTEE
FUTURE  RESULTS.   INVESTMENT  RETURN  AND  PRINCIPAL  WILL  FLUCTUATE  AND  THE
PORTFOLIO'S  SHARES WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THEIR  ORIGINAL
COST.

                                      F-8

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
ALGER DEFINED CONTRIBUTION MIDCAP GROWTH PORTFOLIO
SCHEDULE OF INVESTMENTS

October 31, 1995
   SHARES   COMMON STOCKS--95.4%                        VALUE
   ------                                               -----
            APPAREL--1.7%
    5,000   Tommy Hilfiger Corporation*........... $    190,625
                                                   ------------

            BUILDING & CONSTRUCTION--.9%
    3,000   Pulte Corp............................      94,875
                                                   -----------

            COMMUNICATIONS--11.2%
    4,000   Ascend Communications, Inc.*..........     260,000
    3,000   Century Telephone Enterprises, Inc....      87,000
    3,400   DSC Communications Corporation*.......     125,800
    4,050   Glenayre Technologies Inc.*...........     260,212
    9,000   Tellabs, Inc.*........................     306,000
    2,000   U.S. Robotics Corp.*..................     185,000
                                                   -----------
                                                     1,224,012
                                                   -----------
            COMPUTER RELATED &
              BUSINESS EQUIPMENT--21.7%
    5,200   Altera Corporation*...................     314,600
    6,000   Bay Networks Inc.*....................     397,500
    2,700   Cisco Systems, Inc.*..................     209,250
    4,800   Dell Computer Corporation*............     223,800
    7,000   ESS Technology, Inc.*.................     210,000
    3,000   Read-Rite Corporation*................     104,625
    5,000   Seagate Technology*...................     223,750
    8,000   3 Com Corp.*..........................     376,000
    6,700   Xilinx, Inc.*.........................     308,200
                                                   -----------
                                                     2,367,725
                                                   -----------

            COMPUTER SOFTWARE--2.7%
    6,000   Informix Corporation*.................     174,750
    2,000   Learning Company (The)*...............     118,000
                                                   -----------
                                                       292,750
                                                   -----------

            COMPUTER TECHNOLOGY--5.1%
    2,000   AVX Corporation*......................      62,250
    2,800   Adaptec, Inc.*........................     124,600
    2,000   Integrated Silicon Systems, Inc.*.....      58,750
   10,000   Pinnacle Systems, Inc.*...............     313,750
                                                   -----------
                                                       559,350
                                                   -----------

            CONSUMER PRODUCTS--1.8%
    5,700   Oakley, Inc.*.........................     196,650
                                                   -----------

            FINANCIAL SERVICES--1.4%
    3,000   Advanta Corp. Class B.................     107,250
    1,800   Schwab (Charles) Corporation (The)....      41,175
                                                   -----------
                                                       148,425
                                                   -----------

            HEALTHCARE--16.1%
    3,100   Apria Healthcare Group Inc.*..........      67,037
    7,500   Biochem Pharma Inc.*..................     286,875
    2,000   Boston Scientific Corporation*........      84,250
    5,000   Cardinal Health, Inc..................     256,875
    2,000   Genzyme Corp.--General Division*.......    116,500
    5,550   Health Management Associates, Inc.*...     119,325
    5,500   Healthsource, Inc.*...................     291,500
    4,000   MedPartners, Inc.*....................     112,000
      900   Nellcor Puritan Bennett Inc.*.........      51,750
    1,500   Oxford Health Plans, Inc.*............     117,375
    5,600   Summit Technology Inc.*...............     249,200
                                                   -----------
                                                     1,752,687
                                                   -----------

            POLLUTION CONTROL--2.3%
   12,000   USA Waste Services, Inc.*.............     252,000
                                                   -----------

            RESTAURANTS & LODGING--4.2%
    6,000   La Quinta Inns, Inc...................     154,500
    8,000   Lone Star Steakhouse & Saloon, Inc.*..     309,000
                                                   -----------
                                                       463,500
                                                   -----------
            RETAILING--8.5%
    1,500   CompUSA Inc.*.........................      57,375
    8,000   Global DirectMail Corp.*..............     218,000
   13,500   OfficeMax, Inc.*......................     334,125
    4,600   Tandy Corporation.....................     227,125
    2,000   Viking Office Products, Inc.*.........      89,000
                                                   -----------
                                                       925,625
                                                   -----------
            SEMICONDUCTORS--9.9%
    4,000   Alliance Semiconductor Corp.*.........     123,000
    2,800   Cirrus Logic, Inc.*...................     117,950
    5,100   Integrated Device Technology, Inc.*...      96,900
    5,000   LSI Logic Corporation*................     235,625
    2,000   Linear Technology Corporation.........      87,500
    4,000   Maxim Integrated Products, Inc.*......     299,000
    3,000   Microchip Technology Incorporated*....     119,063
                                                   -----------
                                                     1,079,038
                                                   -----------

            SEMICONDUCTORS
              CAPITAL EQUIPMENT--3.9%
    2,000   ASM Lithography Holdings*.............      99,250
    2,000   Lam Research Corporation*.............     121,750
    2,500   Silicon Valley Group, Inc.*...........      80,937
    3,800   Teradyne, Inc.*.......................     126,825
                                                   -----------
                                                       428,762
                                                   -----------

            MISCELLANEOUS--4.0%
    5,000   Loewen Group Inc......................     200,237
    5,800   Service Corporation International.....     232,725
                                                   -----------
                                                       432,962
                                                   -----------
            Total Common Stocks (Cost $7,364,730).  10,408,986
                                                   -----------

PRINCIPAL
   AMOUNT   SHORT-TERM CORPORATE NOTES--4.5%


 $490,000   State Mutual Life Assurance Co. of America,
              5.73%, 11/03/95
              (Cost $489,844).....................     489,844
                                                   -----------

  Total Investments (Cost $7,854,574)(a).   99.9%   10,898,830
  Other Assets in Excess of Liabilities .     .1        15,499
                                           ------- -----------
  Net Assets.............................  100.0%  $10,914,329
                                           ======= ===========

  *Non-income producing security.
(a)At October 31, 1995, the net unrealized  appreciation on  investments,  based
   on cost for federal income tax purposes of $7,854,574, amounted to $3,044,256
   which consisted of aggregate gross unrealized  appreciation of $3,208,051 and
   aggregate gross unrealized depreciation of $163,795.


                       See Notes to Financial Statements.


                                      F-9

<PAGE>


- --------------------------------------------------------------------------------
ALGER DEFINED  CONTRIBUTION  LEVERAGED  ALLCAP  PORTFOLIO  PORTFOLIO  HIGHLIGHTS
THROUGH OCTOBER 31, 1995 (UNAUDITED)


The Alger Defined  Contribution  Leveraged AllCap Portfolio focuses on companies
with promising growth  potential and uses some special  investment tools such as
leveraging and options and futures transactions.

- --------------------------------------------------------------------------------
$10,000 HYPOTHETICAL INVESTMENT SINCE INCEPTION November 8, 1993
- --------------------------------------------------------------------------------



[This table represents a chart in the printed piece]

               Alger
              Defined
            Contribution
             Leveraged
               Allcap    S&P 500
               ------    -------
11-08-93       10000       10000
10-31-94       10080       10410
10-31-95       15564       13162


The  chart  above  illustrates  the  growth in value of a  hypothetical  $10,000
investment made in the Alger Defined Contribution Leveraged AllCap Portfolio and
the S&P 500 on  November  8,  1993,  the  inception  date of the  Alger  Defined
Contribution  Leveraged AllCap Portfolio.  Figures for the Portfolio and the S&P
500  Index,  an  unmanaged  index of  common  stocks,  include  reinvestment  of
dividends.


- --------------------------------------------------------------------------------
   PERFORMANCE COMPARISON THROUGH October 31, 1995
- --------------------------------------------------------------------------------
                                                         Average Annual Return
                                                            Since Inception
                                         1 Year                 11/8/93
                                    -------------------------------------------

   Alger Defined Contribution
   Leveraged AllCap Portfolio             54.40%                25.02%

   S&P 500                                26.44%                14.88%
                                    -------------------------------------------

THE PORTFOLIO'S  AVERAGE ANNUAL TOTAL RETURNS INCLUDE CHANGES IN SHARE PRICE AND
REINVESTMENT OF DIVIDENDS AND CAPITAL GAINS. PAST PERFORMANCE DOES NOT GUARANTEE
FUTURE  RESULTS.   INVESTMENT  RETURN  AND  PRINCIPAL  WILL  FLUCTUATE  AND  THE
PORTFOLIO'S  SHARES WHEN REDEEMED MAY BE WORTH MORE OR LESS THAN THEIR  ORIGINAL
COST.

                                      F-10

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
ALGER DEFINED CONTRIBUTION LEVERAGED ALLCAP PORTFOLIO
SCHEDULE OF INVESTMENTS

October 31, 1995
   SHARES   COMMON STOCKS--95.2%                        VALUE
   ------                                               -----
            APPAREL--.9%
    2,000   Tommy Hilfiger Corporation*........... $    76,250
                                                   -----------

            COMMUNICATIONS--7.7%
    4,600   ADC Telecommunications, Inc.*.........     184,000
    2,100   Glenayre Technologies Inc.*...........     134,925
    4,900   Network Equipment Technologies, Inc.*.     159,862
    1,600   U.S. Robotics Corp.*..................     148,000
                                                   -----------
                                                       626,787
                                                   -----------
            COMPUTER RELATED &
              BUSINESS EQUIPMENT--18.4%
    5,100   Altera Corporation*...................     308,550
    3,100   Bay Networks Inc.*....................     205,374
    2,100   Cisco Systems, Inc.*..................     162,750
   15,000   Creative Technology, Ltd.*............     174,375
    4,000   Dell Computer Corporation*............     186,500
    4,200   3 Com Corp.*..........................     197,400
    5,700   Xilinix, Inc.*........................     262,200
                                                   -----------
                                                     1,497,149
                                                   -----------
            COMPUTER SOFTWARE--8.5%
   10,000   Activision Inc.*......................     167,500
    3,200   Electronics For Imaging Inc.*.........     263,200
    3,000   Maxis Inc.*...........................     132,750
    7,400   S3 Incorporated*......................     126,725
                                                   -----------
                                                       690,175
                                                   -----------
            COMPUTER TECHNOLOGY--5.6%
    7,400   C.P. Clare Corporation*...............     191,474
    6,700   Pinnacle Systems, Inc.*...............     210,212
    1,800   VideoServer Inc.*.....................      54,900
                                                   -----------
                                                       456,586
                                                   -----------

            CONSUMER PRODUCTS--2.1%
    5,000   Oakley, Inc.*.........................     172,500
                                                   -----------

            HEALTHCARE--12.7%
    8,000   Biochem Pharma Inc.*..................     306,000
    1,600   Cardinal Health, Inc..................      82,200
    1,000   Genzyme Corp.--General Division*......      58,250
    2,300   Healthsource, Inc.*...................     121,900
    5,200   Liposome Company Inc.*................      79,950
    2,000   Medtronic, Inc........................     115,500
    2,000   Summit Technology Inc.*...............      89,000
    1,500   Target Therapeutics, Inc.*............     116,250
    2,000   United Dental Care Inc.*..............      61,000
                                                   -----------
                                                     1,030,050
                                                   -----------

            POLLUTION CONTROL--2.9%
    4,000   United Waste Systems, Inc.*...........     158,000
    3,500   USA Waste Services, Inc.*.............      73,500
                                                   -----------
                                                       231,500
                                                   -----------

            RESTAURANTS & LODGING--.7%
    1,800   Outback Steakhouse, Inc.*.............      56,475
                                                   -----------

            RETAILING--1.4%
    4,500   OfficeMax, Inc.*......................     111,375
                                                   -----------

            SEMICONDUCTORS--23.9%
    2,000   Alliance Semiconductor Corp.*.........      61,500
    4,000   Cirrus Logic, Inc.*...................     168,500
    6,400   Integrated Device Technology, Inc.*...     121,600
    3,400   LSI Logic Corporation*................     160,225
    4,800   Linear Technology Corporation+........     210,000
    4,000   Maxim Integrated Products, Inc.*......     299,000
    4,500   Micrel, Incorporated*.................     102,375
   16,500   Micro Linear Corporation*+............     253,688
    4,300   Microchip Technology Incorporated*+...     170,657
    3,000   Micron Technology, Inc.+..............     211,875
    1,600   Texas Instruments, Incorporated.......     109,200
    3,000   TriQuint Semiconductor, Inc.*.........      68,250
                                                   -----------
                                                     1,936,870
                                                   -----------
            SEMICONDUCTORS
              CAPITAL EQUIPMENT--10.4%
    4,600   Applied Materials, Inc.*..............     230,575
    5,000   ASM Lithography Holdings*.............     248,125
    6,100   FSI International, Inc.*..............     144,875
    7,200   On Trak Systems, Inc.*................     141,300
    1,800   Tencor Instruments*...................      76,725
                                                   -----------
                                                       841,600
                                                   -----------
            Total Common Stocks (Cost $6,169,894).   7,727,317
                                                   -----------

            WARRANTS--1.8%
            SEMI-CONDUCTORS
    4,000   Intel Corp. Warrants,
              expire 3/14/98 (Cost $141,833)......     148,000
                                                   -----------

  Total Investments (Cost $6,311,727)(a).   97.0%    7,875,317
  Other Assets in Excess of Liabilities..    3.0       240,702
                                           ------- -----------
  Net Assets.............................  100.0%   $8,116,019
                                           ======= ===========

  *Non-income producing security.
  +Securities partially or fully pledged (see note 5).
(a)At October 31, 1995, the net unrealized  appreciation on  investments,  based
   on cost for federal income tax purposes of $6,311,727, amounted to $1,563,590
   which consisted of aggregate gross unrealized  appreciation of $1,900,810 and
   aggregate gross unrealized depreciation of $337,220.

                       See Notes to Financial Statements.

                                      F-11

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
STATEMENTS OF ASSETS AND LIABILITIES

October 31, 1995
<TABLE>
<CAPTION>
                                                                                                       MIDCAP             LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH              ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                             ---------           ---------            ---------           ---------
<S>                                                       <C>                  <C>                 <C>                   <C>       
ASSETS:
Investments in securities, at value (identified cost*)-
  see accompanying schedules of investments.............  $13,183,209          $22,845,729         $10,898,830           $7,875,317
Cash....................................................       39,441              664,256              41,870              178,136
Receivable for investment securities sold...............           --              504,972             104,105              663,488
Receivable for shares of beneficial interest sold.......        6,018               61,566               6,365                3,383
Dividends receivable....................................          778                  540                 252                  192
Organizational expenses, net............................        2,114                2,114               2,114                2,114
Prepaid expenses........................................        1,380                3,117               1,226                1,153
                                                          -----------          -----------         -----------           ----------
    Total Assets........................................   13,232,940           24,082,294          11,054,762            8,723,783
                                                          -----------          -----------         -----------           ----------

LIABILITIES:
Payable for investment securities purchased.............      168,716            1,049,104             119,383              277,744
Demand loan payable to bank.............................           --                   --                  --              302,600
Interest payable........................................           --                   --                  --                6,739
Accrued investment management fees......................        8,554               16,742               7,440                5,972
Accrued expenses........................................       13,933               14,882              13,610               14,709

    Total Liabilities...................................      191,203            1,080,728             140,433              607,764
                                                          -----------          -----------         -----------           ----------
NET ASSETS..............................................  $13,041,737          $23,001,566         $10,914,329           $8,116,019
                                                          ===========          ===========         ===========           ==========

Net Assets Consist of:
  Paid-in capital.......................................  $ 7,663,834          $14,001,808        $  6,253,075           $4,817,747
  Undistributed net investment income
    (accumulated loss)..................................      (44,939)            (172,946)           (108,429)            (273,102)
  Undistributed net realized gain.......................    2,926,874            2,618,928           1,725,427            2,007,784
  Net unrealized appreciation...........................    2,495,968            6,553,776           3,044,256            1,563,590
                                                          -----------          -----------         -----------           ----------

NET ASSETS..............................................  $13,041,737          $23,001,566         $10,914,329           $8,116,019
                                                          ===========          ===========         ===========           ==========

Shares of beneficial interest outstanding--Note 6........   1,119,754            1,283,263             667,898              638,068
                                                          ===========          ===========         ===========           ==========

NET ASSET VALUE PER SHARE...............................  $     11.65          $     17.92        $      16.34           $    12.72
                                                          ===========          ===========         ===========           ==========

*Identified cost........................................  $10,687,241          $16,291,953        $  7,854,574           $6,311,727
                                                          ===========          ===========        ============           ==========
</TABLE>

                       See Notes to Financial Statements.

                                      F-12

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
STATEMENTS OF OPERATIONS

For the year ended October 31, 1995
<TABLE>
<CAPTION>
                                                                                                       MIDCAP             LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH              ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                             ---------           ---------            ---------           ---------
INVESTMENT INCOME
<S>                                                      <C>                 <C>                  <C>                  <C>         
Income:
  Dividends............................................   . $  72,760            $   8,166           $  17,564            $  22,248
  Interest..............................................       25,177               42,102              21,449                   --
                                                            ---------            ---------           ---------            ---------
    Total Income........................................       97,937               50,268              39,013               22,248
                                                            ---------            ---------           ---------            ---------

Expenses:
  Management fees--Note 3(a).............................      81,537              130,610              66,230               55,348
  Interest on line of credit utilized--Note 5............          --                   --                  --               82,890
  Custodian fees........................................        7,145               11,604               7,381                9,232
  Transfer agent fees--Note 3(c).........................       2,500                2,500               2,500                2,500
  Professional fees.....................................        9,580                9,580               9,580                9,580
  Trustees' fees........................................        6,000                6,000               6,000                6,000
  Registration fees.....................................        6,245                8,179               5,733                5,774
  Miscellaneous.........................................        7,769                4,959               4,706                4,791
                                                            ---------            ---------           ---------            ---------
                                                              120,776              173,432             102,130              176,115
  Less, earnings credits--Note 2(e)......................      (3,002)             (11,134)             (6,176)              (2,604)
                                                            ---------            ---------           ---------            ---------
    Total net expenses..................................      117,774              162,298              95,954              173,511
                                                            ---------            ---------           ---------            ---------
NET INVESTMENT INCOME (LOSS)............................      (19,837)            (112,030)            (56,941)            (151,263)
                                                            ---------            ---------           ---------            ---------
REALIZED AND UNREALIZED GAIN
    (LOSS) ON INVESTMENTS:
  Net realized gain on investments......................    2,914,058            2,620,966           1,676,799            1,934,036
  Net change in unrealized appreciation
    on investments......................................      617,050            5,485,820           2,165,746            1,097,196
                                                            ---------            ---------           ---------            ---------
  Net realized and unrealized gain
    on investments......................................    3,531,108            8,106,786           3,842,545            3,031,232
                                                            ---------            ---------           ---------            ---------
  NET INCREASE IN NET ASSETS RESULTING
    FROM OPERATIONS.....................................   $3,511,271           $7,994,756          $3,785,604           $2,879,969
                                                           ==========           ==========          ==========           ==========
</TABLE>


                       See Notes to Financial Statements.

                                      F-13

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
ALGER DEFINED CONTRIBUTION LEVERAGED ALLCAP PORTFOLIO

STATEMENT OF CASH FLOWS

For the year ended October 31, 1995
- --------------------------------------------------------------------------------

<TABLE>
<S>                                                                                                                   <C>        
INCREASE (DECREASE) IN CASH: Cash flows from operating activities:
  Dividends received...............................................................................................      $ 22,804
  Interest paid....................................................................................................       (76,150)
  Operating expenses paid..........................................................................................       (87,880)
  Maturity of short-term securities, net...........................................................................       370,701
  Purchase of investment securities................................................................................   (13,728,841)
  Proceeds from disposition of investment securities...............................................................    14,337,889
  Other............................................................................................................         5,718
                                                                                                                      -----------
    Net cash provided by operating activities......................................................................       844,241
                                                                                                                      -----------
Cash flows from financing activities:
  Proceeds from shares sold........................................................................................       164,174
  Payments on shares redeemed......................................................................................      (177,912)
  Repayment of  bank borrowings....................................................................................      (653,000)
                                                                                                                      -----------
    Net cash used in financing activities..........................................................................      (666,738)
                                                                                                                      -----------
Net increase in cash...............................................................................................       177,503
Cash--beginning of year............................................................................................           633
                                                                                                                      -----------
Cash--end of year..................................................................................................   $   178,136
                                                                                                                      ===========
Reconciliation of net increase in net assets to net cash provided by operations:
  Net increase in net assets resulting from operations.............................................................   $ 2,879,969
  Decrease in investments..........................................................................................     1,759,768
  Increase in receivable for investment securities sold............................................................      (650,488)
  Decrease in dividends receivable.................................................................................           561
  Decrease in payable for investment securities purchased..........................................................      (129,530)
  Net realized gain on investments.................................................................................    (1,934,036)
  Net increase in unrealized appreciation on investments...........................................................    (1,097,196)
  Increase in accrued expenses and other liabilities...............................................................         8,775
  Net decrease in other assets.....................................................................................         6,418
                                                                                                                      -----------
    Net cash provided by operating activities......................................................................   $   844,241
                                                                                                                      ===========
</TABLE>

                       See Notes to Financial Statements.

                                      F-14

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
STATEMENTS OF CHANGES IN NET ASSETS

For the year ended October 31, 1995
<TABLE>
<CAPTION>
                                                                                                       MIDCAP             LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH              ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                             ---------           ---------            ---------           ---------
<S>                                                       <C>                  <C>                 <C>                   <C>       
Net investment (loss)...................................  $   (19,837)         $  (112,030)         $  (56,941)          $ (151,263)
Net realized gain on investments........................    2,914,058            2,620,966           1,676,799            1,934,036
Net change in unrealized appreciation
  on investments........................................      617,050            5,485,820           2,165,746            1,097,196
                                                          -----------          -----------         -----------           ----------
  Net increase in net assets resulting from operations..    3,511,271            7,994,756           3,785,604            2,879,969
Dividends to Shareholders:
  Net realized gains....................................   (2,104,329)             (75,100)           (790,355)          (1,300,367)
Net increase from shares of beneficial
  interest transactions--Note 6.........................    2,270,180            5,569,368           1,145,072            1,285,910
                                                          -----------          -----------         -----------           ----------
    Total increase......................................    3,677,122           13,489,024           4,140,321            2,865,512
Net Assets:
  Beginning of period...................................    9,364,615            9,512,542           6,774,008            5,250,507
                                                          -----------          -----------         -----------           ----------
  End of period.........................................  $13,041,737          $23,001,566         $10,914,329           $8,116,019
                                                          ===========          ===========         ===========           ==========
Undistributed net investment income (accumulated loss)..  $   (44,939)         $  (172,946)        $  (108,429)          $ (273,102)
                                                          ===========          ===========         ===========           ========== 
</TABLE>

<TABLE>
<CAPTION>
           
- ------------------------------------------------------------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
STATEMENTS OF CHANGES IN NET ASSETS

For the period November 8, 1993 (commencement of operations) through October 31, 1994
                                                                                                       MIDCAP             LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH              ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                             ---------           ---------            ---------           ---------
<S>                                                        <C>                  <C>                 <C>                  <C>        
Net investment (loss)...................................   $  (25,102)          $  (60,916)         $  (51,488)         $  (121,839)
Net realized gain on investments........................    2,117,145               73,062             838,983            1,374,115
Net change in unrealized appreciation on investments....    1,878,918            1,067,956             878,510              466,394
                                                           ----------           ----------          ----------          ----------- 
  Net increase in net assets resulting from operations..    3,970,961            1,080,102           1,666,005            1,718,670
Net increase from shares of beneficial
  interest transactions--Note 6.........................    5,360,654            8,431,440           5,075,003            3,498,837
                                                           ----------           ----------          ----------          ----------- 
    Total increase......................................    9,331,615            9,511,542           6,741,008            5,217,507
Net Assets:
  Beginning of period...................................       33,000                1,000              33,000               33,000

  End of period.........................................   $9,364,615           $9,512,542          $6,774,008           $5,250,507
                                                           ==========           ==========          ==========           ==========
Undistributed net investment income (accumulated loss)..   $  (25,102)          $  (60,916)         $  (51,488)          $ (121,839)
                                                           ==========           ==========          ==========           ========== 
</TABLE>


                       See Notes to Financial Statements.

                                      F-15

<PAGE>

- --------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
FINANCIAL HIGHLIGHTS
For a share outstanding throughout the year ended October 31, 1995
<TABLE>
<CAPTION>

                                                                                                       MIDCAP            LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH             ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO          PORTFOLIO
                                                             ---------           ---------            ---------          ---------
<S>                                                          <C>                  <C>                 <C>                <C>     
Net asset value, beginning of year......................      $ 10.38              $ 10.83             $ 11.66             $ 10.08
                                                             --------             --------            --------           ---------
Net investment (loss)...................................        (0.01)               (0.07)              (0.07)              (0.19)
Net realized and unrealized gain on investments.........         3.59                 7.23                6.07                5.30
                                                             --------             --------            --------           ---------
    Total from investment operations....................         3.58                 7.16                6.00                5.11
Distribution from net realized gains....................        (2.31)               (0.07)              (1.32)              (2.47)
                                                             --------             --------            --------           ---------
Net asset value, end of year............................      $ 11.65              $ 17.92             $ 16.34             $ 12.72
                                                             ========             ========            ========           =========
Total Return............................................         37.1%                66.2%               54.1%               54.4%
                                                             ========             ========            ========           =========
Ratios and Supplemental Data:
  Net assets, end of year (000's omitted) ..............     $ 13,042             $ 23,002            $ 10,914             $ 8,116
                                                             ========             ========            ========           =========
  Ratio of expenses excluding interest
    to average net assets(i)............................         1.11%                1.13%               1.23%               1.43%
                                                             ========             ========            ========           =========
  Ratio of expenses including interest
    to average net assets...............................         1.11%                1.13%               1.23%               2.70%
                                                             ========             ========            ========           =========
  Ratio of net investment income (loss)
    to average net assets...............................         (.18%)               (.73%)              (.69%)             (2.32%)
                                                             ========             ========            ========           =========
Portfolio Turnover Rate.................................       133.42%              104.84%             132.74%             188.53%
                                                             ========             ========            ========           =========

Debt outstanding at end of year.......................................................................................   $ 302,600
                                                                                                                         =========
Average amount of debt outstanding during the year....................................................................   $ 939,600
                                                                                                                         =========
Average daily number of shares outstanding during the year............................................................     565,805
                                                                                                                         =========
Average amount of debt per share during the year......................................................................      $ 1.66
                                                                                                                         =========
- ----------
(i)Reflects total expenses, including fees offset by earnings credits. The expense ratio net of earnings credits would have been
   1.08%, 1.06%, 1.16% and 2.66% for the Growth Portfolio,  Small Cap Portfolio,
   MidCap Growth Portfolio and Leveraged AllCap Portfolio, respectively.
</TABLE>


<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
THE ALGER DEFINED CONTRIBUTION TRUST
FINANCIAL HIGHLIGHTS

For a share outstanding  throughout the period November 8, 1993 (commencement of
operations) through October 31, 1994*

                                                                                                       MIDCAP             LEVERAGED
                                                              GROWTH             SMALL CAP             GROWTH              ALLCAP
                                                             PORTFOLIO           PORTFOLIO            PORTFOLIO           PORTFOLIO
                                                             ---------           ---------            ---------           ---------
<S>                                                           <C>                  <C>                 <C>                 <C>    
Net asset value, beginning of period....................      $ 10.00              $ 10.00             $ 10.00             $ 10.00
                                                              -------              -------             -------             -------
Net investment (loss)...................................        (0.03)               (0.07)              (0.09)              (0.23)
Net realized and unrealized gain on investments.........          .41                  .90                1.75                0.31
                                                              -------              -------             -------             -------
    Total from investment operations....................          .38                  .83                1.66                 .08
                                                              -------              -------             -------             -------
Net asset value, end of period..........................      $ 10.38              $ 10.83             $ 11.66             $ 10.08
                                                              =======              =======             =======             =======
Total Return............................................          3.8%                 8.3%               16.6%                 .8%
                                                              =======              =======             =======             =======
Ratios and Supplemental Data:
  Net assets, end of period (000's omitted) ............      $ 9,365              $ 9,513             $ 6,774             $ 5,251
                                                              =======              =======             =======             =======
  Ratio of expenses excluding interest
    to average net assets...............................         1.26%                1.47%               1.53%               1.78%
                                                              =======              =======             =======             =======
  Ratio of expenses including interest
    to average net assets...............................         1.26%                1.47%               1.53%               2.87%
                                                              =======              =======             =======             =======
  Ratio of net investment income (loss)
    to average net assets...............................         (.29%)               (.80%)              (.89%)             (2.53%)
                                                              =======              =======             =======             =======
Portfolio Turnover Rate.................................       103.79%              186.76%             134.06%             229.11%
                                                              =======              =======             =======              =======

Debt outstanding at end of period.....................................................................................   $ 955,600
                                                                                                                         =========
Average amount of debt outstanding during the period..................................................................   $ 826,076
                                                                                                                         =========
Average daily number of shares outstanding during the period..........................................................     515,270
                                                                                                                         =========
Average amount of debt per share during the period....................................................................   $    1.60
                                                                                                                         =========
</TABLE>

- ----------
*Ratios have been annualized; total return has not been annualized.


                       See Notes to Financial Statements.


                                      F-16

<PAGE>


THE ALGER DEFINED CONTRIBUTION TRUST
NOTES TO FINANCIAL STATEMENTS


NOTE 1--General:
   The Alger Defined Contribution Trust (the "Fund") is a diversified,  open-end
registered  investment  company  organized as an  unincorporated  business trust
under the laws of the  Commonwealth  of  Massachusetts.  The Fund  operates as a
series  company  and  currently  issues  four  classes  of shares of  beneficial
interest --Growth  Portfolio,  Small Cap Portfolio,  MidCap Growth Portfolio and
Leveraged AllCap Portfolio (the "Portfolios").

NOTE 2--Significant Accounting Policies:
   (a)  INVESTMENT  VALUATION:  Investments of the Portfolios are valued on each
day the New York Stock Exchange (the "NYSE") is open as of the close of the NYSE
(currently  4:00 p.m.  Eastern time).  Listed and unlisted  securities for which
such  information  is regularly  reported are valued at the last reported  sales
price or, in the  absence of  reported  sales,  at the mean  between the bid and
asked price or, in the absence of a recent bid or asked price, the equivalent as
obtained  from one or more of the major market  makers for the  securities to be
valued.
   Securities for which market  quotations are not readily  available are valued
at fair value, as determined in good faith pursuant to procedures established by
the Board of Trustees.
   Short-term  securities having a remaining  maturity of sixty days or less are
valued at amortized cost which approximates market value.
   (b) SECURITIES  TRANSACTIONS AND INVESTMENT INCOME:  Securities  transactions
are recorded on a trade date basis.  Realized  gains and losses from  securities
transactions  are  recorded on the  identified  cost basis.  Dividend  income is
recognized  on the  ex-dividend  date and interest  income is  recognized on the
accrual basis.
   (c) DIVIDENDS TO SHAREHOLDERS: Dividends payable to shareholders are recorded
on the  ex-dividend  date.  With respect to all  Portfolios,  dividends from net
investment  income and  dividends  from net realized  gains,  offset by any loss
carry  forward,  are declared and paid annually after the end of the fiscal year
in which earned.
   (d)  FEDERAL  INCOME  TAXES:  It is the  Fund's  policy  to  comply  with the
requirements  of the Internal  Revenue Code  applicable to regulated  investment
companies  and to  distribute  all of its  taxable  income to its  shareholders.
Therefore,  no federal  income tax  provision  is  required.  Each  Portfolio is
treated as a separate entity for the purpose of determining such compliance.
   (e) EXPENSES:  The Fund accounts  separately for the assets,  liabilities and
operations of each Portfolio.  Expenses directly  attributable to each Portfolio
are charged to that Portfolio's operations; expenses which are applicable to all
Portfolios are allocated among them. Organizational expenses are being amortized
from the date operations commenced over a five year period. The Fund's custodian
fees have been  reduced as a result of earnings  credits  received on  overnight
cash  balances.  Balances left on deposit with the custodian  preclude their use
elsewhere.


NOTE 3--Investment Management Fees and Other Transactions with Affiliates:

   (a) INVESTMENT MANAGEMENT FEES: Fees incurred by each Portfolio,  pursuant to
the provisions of Investment  Management Agreements (the "Agreements") with Fred
Alger Management,  Inc. ("Alger  Management"),  are payable monthly and computed
based on the value of the  average  daily net  assets of each  Portfolio  at the
following annual rates:

      Growth Portfolio.............................  .75%
      Small Cap Portfolio..........................  .85
      MidCap Growth Portfolio......................  .80
      Leveraged AllCap Portfolio...................  .85

   The  Agreements  further  provide  that if in any fiscal  year the  aggregate
expenses of any Portfolio,  excluding interest,  taxes,  brokerage  commissions,
distribution fees and extraordinary  expenses,  exceed the expense limitation of
any state securities laws having jurisdiction over a Portfolio, Alger Management
will reimburse  that Portfolio for the excess expense to the extent  required by
such state laws.

   (b) BROKERAGE COMMISSIONS: During the year ended October 31, 1995, the Growth
Portfolio,  the  Small  Cap  Portfolio,  the  MidCap  Growth  Portfolio  and the
Leveraged  AllCap  Portfolio  paid Fred Alger & Company,  Incorporated  ("Alger,
Inc."), the Fund's  distributor,  commissions of $31,030,  $15,461,  $21,998 and
$14,288, respectively, in connection with securities transactions.

     (c)  TRANSFER  AGENT  FEES:  Alger  Shareholder   Services,   Inc.  ("Alger
Services"),  an affiliate of Alger Management,  serves as transfer agent for the
Fund.  During the year ended October 31, 1995,  each Portfolio  incurred fees of
$2,500, for services provided by Alger Services.

   (d) OTHER TRANSACTIONS WITH AFFILIATES:  Certain trustees and officers of the
Fund are  directors  and  officers of Alger  Management,  Alger,  Inc. and Alger
Services.  At  October  31,  1995  Alger  Management  and its  affiliates  owned
1,119,754  shares,  661,403  shares,  667,898  shares and 638,068  shares of the
Growth Portfolio,  the Small Cap Portfolio,  the MidCap Growth Portfolio and the
Leveraged AllCap Portfolio, respectively.


NOTE 4--Securities Transactions:
   The following summarizes the securities  transactions by the Fund, other than
short-term securities, for the year ended October 31, 1995:

                                      PURCHASES          SALES
                                      ---------          -----
Growth Portfolio.................. $ 14,164,422    $ 13,951,323
Small Cap Portfolio...............   20,866,351      15,348,682
MidCap Growth Portfolio...........   11,037,985      10,580,743
Leveraged AllCap Portfolio........   13,595,564      14,987,896

                                      F-17

<PAGE>


THE ALGER DEFINED CONTRIBUTION TRUST
NOTES TO FINANCIAL STATEMENTS (continued)


NOTE 5--Short-Term Borrowings:
   The  Leveraged  AllCap  Portfolio has a line of credit with a bank whereby it
may borrow up to 1/3 of its assets, as defined,  up to a maximum of $25,000,000.
Such borrowings are collateralized by securities owned by the Portfolio,  have a
variable interest rate and are payable on demand. For the year ended October 31,
1995, the Portfolio had borrowings which averaged $939,600 at a weighted average
interest rate of 8.82%.

NOTE 6--Share Capital:
     The Fund  has an  unlimited  number  of  authorized  shares  of  beneficial
interest of $.001 par value which are  presently  divided  into four  classes of
shares.
   During the year ended October 31, 1995,  transactions of shares of beneficial
interest were as follows:
                                        SHARES         AMOUNT
                                      ---------      ---------
Growth Portfolio
  Shares sold                            15,649      $ 171,231
  Dividends reinvested                  202,145      2,104,329
                                        -------    -----------
                                        217,794      2,275,560
  Shares redeemed                          (470)        (5,380)

  Net increase                          217,324    $ 2,270,180
                                        =======    =========== 
Small Cap Portfolio
  Shares sold                           422,015    $ 5,804,623
  Dividends reinvested                    5,085         75,100
                                        -------    -----------
                                        427,100      5,879,723
  Shares redeemed                       (21,812)      (310,355)
                                        -------    -----------
  Net increase                          405,288    $ 5,569,368
                                        =======    ===========

MidCap Growth Portfolio
  Shares sold                            27,857      $ 369,295
  Dividends reinvested                   59,875        790,355
                                        -------    -----------
                                         87,732      1,159,650
  Shares redeemed                        (1,007)       (14,578)
                                        -------    ----------- 
  Net increase                           86,725    $ 1,145,072
                                        =======    ===========

Leveraged AllCap Portfolio
  Shares sold                            14,786      $ 163,455
  Dividends reinvested                  117,787      1,300,367
                                        -------    -----------
                                        132,573      1,463,822
  Shares redeemed                       (15,285)      (177,912)

  Net increase                          117,288    $ 1,285,910
                                        =======    ===========

   During the period November 8, 1993 through October 31, 1994,  transactions of
shares of beneficial interest were as follows:

                                       SHARES         AMOUNT
                                      ---------      ---------
Growth Portfolio
  Shares sold                           900,251    $ 5,372,304
  Shares redeemed                        (1,121)       (11,650)
                                        -------    -----------
  Net increase                          899,130    $ 5,360,654
                                        =======    ===========

Small Cap Portfolio
  Shares sold                           889,510    $ 8,542,594
  Shares redeemed                       (11,635)      (111,154)
                                        -------    -----------
  Net increase                          877,875    $ 8,431,440
                                        =======    ===========

MidCap Growth Portfolio
  Shares sold                           579,888    $ 5,095,040
  Shares redeemed                        (2,014)       (20,037)
                                        -------    -----------
  Net increase                          577,874    $ 5,075,003
                                        =======    ===========

Leveraged AllCap Portfolio
  Shares sold                           520,548    $ 3,527,824
  Shares redeemed                        (3,068)       (28,987)
                                        -------    -----------
  Net increase                          517,480    $ 3,498,837
                                        =======    ===========

   The dollar  amounts  received  for shares  sold do not  include  the  amounts
credited  to  net  unrealized  appreciation  related  to  marketable  securities
received in exchange for shares of beneficial interest.

                                      F-18

<PAGE>

                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


To the Shareholders and Board of Trustees
  of The Alger Defined Contribution Trust:


     We have  audited the  accompanying  statements  of assets and  liabilities,
including the schedules of investments,  of The Alger Defined Contribution Trust
(a  Massachusetts  business trust  comprising,  respectively,  the Alger Defined
Contribution Growth Portfolio,  Alger Defined  Contribution Small Cap Portfolio,
Alger  Defined   Contribution   MidCap   Growth   Portfolio  and  Alger  Defined
Contribution Leveraged AllCap Portfolio) as of October 31, 1995, and the related
statements  of  operations  and cash  flows  for the  year  then  ended  and the
statements  of changes in net assets and the financial  highlights  for the year
then ended and for the period ended October 31, 1994. These financial statements
and financial  highlights are the responsibility of the Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

     We conducted  our audits in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
October 31, 1995, by  correspondence  with the  custodian and brokers.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

     In our opinion,  the financial statements and financial highlights referred
to above present fairly,  in all material  respects,  the financial  position of
each of the respective  portfolios  constituting The Alger Defined  Contribution
Trust as of October 31,  1995,  the results of their  operations  and their cash
flows  for the year then  ended and the  changes  in their  net  assets  and the
financial  highlights  for the year then ended and for the period ended  October
31, 1994, in conformity with generally accepted accounting principles.

                                          ARTHUR ANDERSEN LLP

New York, New York
December 19, 1995

                                      F-19

<PAGE>


APPENDIX

CORPORATE BOND RATINGS

    Bonds rated Aa by Moody's Investors Service,  Inc. ("Moody's") are judged by
Moody's to be of high quality by all  standards.  Together  with bonds rated Aaa
(Moody's  highest  rating) they comprise what are generally  known as high-grade
bonds. Aa bonds are rated lower than Aaa bonds because margins of protection may
not be as large as those of Aaa bonds, or fluctuation of protective elements may
be of greater  amplitude,  or there may be other elements  present that make the
long-term risks appear somewhat larger than those  applicable to Aaa securities.
Bonds that are rated A by Moody's possess many favorable  investment  attributes
and are to be  considered  as upper  medium-grade  obligations.  Factors  giving
security to principal and interest are considered adequate,  but elements may be
present that suggest a susceptibility to impairment in the future.

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

    Bonds rated Ba by Moody's  are judged to have  speculative  elements;  their
future cannot be considered  as well assured.  Often the  protection of interest
and  principal  payments may be very  moderate and thereby not well  safeguarded
during  both  good  and bad  times  over the  future.  Uncertainty  of  position
characterizes  bonds in this class. Bonds which are rated B by Moody's generally
lack  characteristics  of a desirable  investment.  Assurance  of  interest  and
principal  payments or of  maintenance  of other terms of the contract  over any
long period of time may be small.

    Moody's  applies the numerical  modifiers 1, 2 and 3 to each generic  rating
classification  from Aa through B. The  modifier 1 indicates  that the  security
ranks in the higher end of its generic rating category; the modifier 2 indicates
a mid-range  ranking;  and the modifier 3 indicates  that the issue ranks in the
lower end of its generic rating category.

    Bonds rated AA by Standard & Poor's Corporation ("S&P") are judged by S&P to
be high-grade  obligations and in the majority of instances differ only in small
degree  from  issues  rated AAA  (S&P's  highest  rating).  Bonds  rated AAA are
considered by S&P to be the highest grade  obligations  and possess the ultimate
degree of protection as to principal  and interest.  With AA bonds,  as with AAA
bonds, prices move with the long-term money market.  Bonds rated A by S&P have a
strong  capacity to pay principal and interest,  although they are somewhat more
susceptible  to the adverse  effects of changes in  circumstances  and  economic
conditions.

    S&P's BBB rated  bonds,  or  medium-grade  category  bonds,  are  borderline
between  definitely sound  obligations and those where the speculative  elements
begin to predominate.  These bonds have adequate asset coverage and normally are
protected by satisfactory earnings. Their susceptibility to changing conditions,
particularly  to  depressions,   necessitates  constant  watching.  These  bonds
generally are more responsive to business and trade  conditions than to interest
rates. This group is the lowest that qualifies for commercial bank investment.

    Bonds  rated BB and B by S&P are  regarded,  on  balance,  as  predominantly
speculative  with  respect to capacity to pay  interest  and repay  principal in
accordance  with the terms of the  obligation.  These ratings may be modified by
the addition of a plus or minus sign to show relative  standing within the major
rating  categories.  Debt rated BB has less near-term  vulnerability  to default
than other speculative issues.  However, it faces major ongoing uncertainties or
exposure to adverse business,  financial or economic  conditions that could lead
to inadequate  capacity to meet timely interest and principal  payments.  The BB
rating  category  is also  used for debt  subordinated  to  senior  debt that is
assigned  an  actual  or  implied  BBB-  rating.  Debt  rated  B has  a  greater
vulnerability  to  default  but  currently  has the  capacity  to meet  interest
payments  and  principal  repayments.  Adverse  business,  financial or economic
conditions  will likely impair capacity or willingness to pay interest and repay
principal.  The B rating  category is also used for debt  subordinated to senior
debt that is assigned an actual or implied BB or BB- rating.

                                      A-1

<PAGE>


APPENDIX
(continued)

    Bonds rated AAA by Fitch  Investors  Service,  Inc.  ("Fitch") are judged by
Fitch to be strictly high grade, broadly marketable,  suitable for investment by
trustees and fiduciary  institutions and liable to but slight market fluctuation
other than through changes in the money rate. The prime feature of an AA bond is
a showing of earnings  several times or many times interest  requirements,  with
such stability of applicable  earnings that safety is beyond reasonable question
whatever  changes  occur in  conditions.  Bonds  rated AA by Fitch are judged by
Fitch to be of safety virtually  beyond question and are readily salable,  whose
merits are not unlike those of the AAA class, but whose margin of safety is less
strikingly  broad. The issue may be the obligation of a small company,  strongly
secured  but  influenced  as to  rating  by the  lesser  financial  power of the
enterprise and more local type of market.

    Bonds rated Duff-1 are judged by Duff and Phelps, Inc. ("Duff") to be of the
highest credit quality with negligible risk factors;  only slightly more than U.
S. Treasury debt.  Bonds rated Duff-2,  3 and 4 are judged by Duff to be of high
credit  quality  with  strong  protection  factors.  Risk is modest but may vary
slightly from time to time because of economic conditions.

COMMERCIAL PAPER RATINGS

    Moody's  Commercial  Paper ratings are opinions of the ability of issuers to
repay  punctually  promissory  obligations  not having an  original  maturity in
excess of nine months. The rating Prime-1 is the highest commercial paper rating
assigned by Moody's.  Issuers rated Prime-1, or related supporting institutions,
are  considered  to  have  a  superior  capacity  for  repayment  of  short-term
promissory   obligations.   Issuers  rated   Prime-2,   or  related   supporting
institutions,  are  considered  to  have a  strong  capacity  for  repayment  of
short-term  promissory  obligations.  This will normally be evidenced by many of
the characteristics of issuers rated Prime-l,  but to a lesser degree.  Earnings
trends and  coverage  ratios,  while sound,  will be more subject to  variation.
Capitalization characteristics, while still appropriate, may be more affected by
external conditions. Ample liquidity is maintained.

    Commercial paper ratings of S&P are current assessments of the likelihood of
timely  payment of debts having  original  maturities  of no more than 365 days.
Commercial  paper rated A-1 by S&P indicates that the degree of safety regarding
timely payment is either  overwhelming or very strong.  Those issues deter mined
to possess  overwhelming  safety  characteristics are denoted A-1+. Capacity for
timely payment on commercial paper rated A-2 is strong,  but the relative degree
of  safety is not as high as for  issues  designated  A-1.  The  rating  Fitch-1
(Highest Grade) is the highest  commercial paper rating assigned by Fitch. Paper
rated Fitch-1 is regarded as having the strongest degree of assurance for timely
payment.  The rating Fitch-2 (Very Good Grade) is the second highest  commercial
paper rating  assigned by Fitch which  reflects an  assurance of timely  payment
only slightly less in degree than the strongest issues.

    The rating Duff-1 is the highest  commercial  paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high  certainty of timely  payment
with excellent  liquidity factors which are supported by ample asset protection.
Risk factors are minor.  Paper rated Duff-2 is regarded as having good certainty
of timely payment,  good access to capital  markets and sound liquidity  factors
and company fundamentals. Risk factors are small.

                                      A-2

<PAGE>


INVESTMENT MANAGER:
Fred Alger Management, Inc.
75 Maiden Lane
New York, New York 10038
- --------------------------------------------------------------------------------

DISTRIBUTOR:
Fred Alger & Company, Incorporated
30 Montgomery Street
Jersey City, New Jersey 07302
- --------------------------------------------------------------------------------

TRANSFER AGENT:
Alger Shareholder Services, Inc.
30 Montgomery Street
Box 2001
Jersey City, New Jersey 07302
- --------------------------------------------------------------------------------

INDEPENDENT PUBLIC ACCOUNTANTS:
Arthur Andersen LLP
1345 Avenue of the Americas
New York, New York 10105
- --------------------------------------------------------------------------------


          THE ALGER |
            DEFINED |  MEETING THE CHALLENGE
       CONTRIBUTION |  OF INVESTING
              TRUST |

          

   
          STATEMENT |
      OF ADDITIONAL |  FEBRUARY 27, 1996
        INFORMATION |
    
<PAGE>

                                     PART C
                                OTHER INFORMATION

Item 24. Financial Statements and Exhibits

     (a)  Financial Statements:

          (1) Financial Statements included in Part A:

                    Condensed Financial Information

          (2) Financial Statements included in Part B:

               (i)  Report of Independent Accountants;

               (ii) Financial Statements as of October 31, 1995 and for 
                    the period then ended.


     (b)  Exhibits:

     Exhibit No.           Description of Exhibit

          1                 Agreement and Declaration of Trust (1)

          2                 By-laws of Registrant (1)

          3                 Not applicable

          4                 Specimen Share Certificates (1)

          5                 Investment Management Agreements (1)

          6                 Distribution Agreement

          7                 Not applicable

          8                 Custody Agreement (1)

          9                 Transfer Agency Agreement (1)

         10                 Opinion and Consent of Sullivan & Worcester (1)

         11                 Consent of Arthur Andersen LLP

<PAGE>

         12                 Not applicable

         13                 Subscription Agreement (1)

         14                 Not applicable

         15                 Not applicable

         16                 Schedule for computation of performance quotations 
                            provided in the Statement of Additional Information

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

  (1)    Incorporated by reference to Registrant's  Registration  Statement (the
         "Registration  Statement")  filed  with  the  Securities  and  Exchange
         Commission (the "SEC") on August 27, 1993.

Item 25. Persons Controlled by or Under Common Control with Registrant

                                    None.

Item 26. Number of Holders of Securities

   
     Set forth below is  information  regarding the number of record  holders of
each class of Registrant's securities as of January 30, 1996.
    

              Title or Class                          Number of Record Holders
              --------------                          ------------------------

   
Alger Defined Contribution Money Market Portfolio                7
Alger Defined Contribution MidCap Growth Portfolio               4
Alger Defined Contribution Growth Portfolio                      5
Alger Defined Contribution Leveraged AllCap Portfolio            4
    


<PAGE>

Item 27. Indemnification

     Under Section 8.4 of Registrant's  Agreement and Declaration of Trust,  any
past or present Trustee or officer of Registrant (including persons who serve at
Registrant's request as directors,  officers or Trustees of another organization
in  which   Registrant   has  any  interest  as  a   shareholder,   creditor  or
otherwise[hereinafter  referred to as a "Covered Person"]) is indemnified to the
fullest extent  permitted by law against  liability and all expenses  reasonably
incurred by him in  connection  with any action,  suit or proceeding to which he
may be a party or  otherwise  involved  by reason of his being or having  been a
Covered  Person.  This provision does not authorize  indemnification  when it is
determined,  in the manner  specified in the Agreement and Declaration of Trust,
that such Covered  Person has not acted in good faith in the  reasonable  belief
that his actions  were in or not opposed to the best  interests  of  Registrant.
Moreover,  this  provision  does  not  authorize   indemnification  when  it  is
determined , in the manner  specified in the Agreement and Declaration of Trust,
that  such  Covered  Person  would  otherwise  be liable  to  Registrant  or its
shareholders by reason of willful  misfeasance,  bad faith,  gross negligence or
reckless disregard of his duties.  Expenses may be paid by Registrant in advance
of the final  disposition of any action,  suit or proceeding  upon receipt of an
undertaking  by such Covered  Person to repay such expenses to Registrant in the
event that it is ultimately  determined that indemnification of such expenses is
not authorized  under the Agreement and  Declaration of Trust and either (i) the
Covered  Person  provides  security for such  undertaking,  (ii)  Registrant  is
insured against losses from such advances,  or (iii) the disinterested  Trustees
or  independent  legal  counsel  determines,  in  the  manner  specified  in the
Agreement and Declaration of Trust,  that there is reason to believe the Covered
Person will be found to be entitled to indemnification.

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

Item 28. Business and Other Connections of Investment Adviser

     Alger  Management,  which serves as investment  manager to  Registrant,  is
generally engaged in rendering investment advisory services to institutions and,
to a lesser extent, individuals. Alger Management presently serves as investment
adviser  to two  closed-end  investment  companies  and to  two  other  open-end
investment  companies.  The list  required by this Item 28  regarding  any other
business, profession,  vocation or employment of a substantial nature engaged in
by  officers  and  directors  of Alger  Management  during the past two years is
incorporated  by  reference  to  Schedules  A and D of Form  ADV  filed by Alger
Management  pursuant  to the  Investment  Advisers  Act of 1940  (SEC  File  No.
801-06709).

<PAGE>

Item 29. Principal Underwriter

     (a) Alger Inc. acts as principal underwriter for Registrant, The Alger Fund
and The Alger  American  Fund and has  acted as  subscription  agent for  Castle
Convertible Fund, Inc. and Spectra Fund, Inc.

     (b) The information required by this Item 29 with respect to each director,
officer or partner of Alger Inc. is  incorporated  by reference to Schedule A of
Form BD filed by Alger Inc. pursuant to the Securities Exchange Act of 1934 (SEC
File No. 8-6423).

     (c) Not applicable.

Item 30. Location of Accounts and Records

     All accounts and records of Registrant  are  maintained  by Mr.  Gregory S.
Duch, Fred Alger & Company,  Incorporated, 30 Montgomery Street, Jersey City, NJ
07302.

Item 31. Management Services

     Not applicable.

Item 32. Undertakings

     (a) Not applicable.

     (b) Registrant  hereby undertakes to call a meeting of its shareholders for
the purpose of voting upon the question of removal of a director or directors of
Registrant  when requested in writing to do so by the holders of at least 10% of
Registrant's  outstanding shares.  Registrant  undertakes further, in connection
with  the  meeting,  to  comply  with the  provisions  of  Section  16(c) of the
Investment Company Act of 1940, as amended,  relating to communications with the
shareholders of certain common law trusts.

     (c)  Registrant  hereby  undertakes  to provide its annual  report  without
charge to any recipient of its annual report  without charge to any recipient of
its Prospectus who requests the information.

<PAGE>

                                   SIGNATURES

   
     Pursuant  to  the  requirements  of the  Securities  Act of  1933  and  the
Investment  Company Act of 1940,  as  amended,  Registrant  certifies  that this
Registration  Statement meets all of the requirements for effectiveness pursuant
to Rule  485(b)  under  the  Securities  Act of 1933  and has duly  caused  this
Amendment  to  be  signed  on  its  behalf  by  the  undersigned,  thereto  duly
authorized,  in the City of New  York  and  State of New York on the 15th day of
February, 1996.
    

                                    THE ALGER DEFINED CONTRIBUTION TRUST

                                    By: /s/ David D. Alger
                                        -------------------------------
                                        David D. Alger, President

ATTEST: /s/ Gregory S. Duch
        -----------------------------
        Gregory S. Duch, Treasurer

     Pursuant to the  requirements of the Securities Act of 1933, this Amendment
has been signed  below by the  following  persons in the  capacities  and on the
dates indicated.

   
     Signature                 Title                         Date
     ---------                 -----                         ----
/s/ Fred M. Alger III*         Chairman of the Board         February 15, 1996
- ----------------------------
     Fred M. Alger III

/s/ David D. Alger             President and Trustee         February 15, 1996
- ----------------------------   (Chief Executive Officer)
     David D. Alger                 

/s/ Gregory S. Duch            Treasurer                     February 15, 1996
- ----------------------------   (Chief Financial and 
     Gregory S. Duch                Accounting Officer)

/s/ Nathan E. Saint-Amand*     Trustee                       February 15, 1996
- ----------------------------
     Nathan E. Saint-Amand

/s/ Stephen E. O'Neil*         Trustee                       February 15, 1996
- ----------------------------
     Stephen E. O'Neil

/s/ Arthur M. Dubow*           Trustee                       February 15, 1996
- ----------------------------
     Arthur M. Dubow

/s/ John T. Sargent*           Trustee                       February 15, 1996
- ----------------------------
John T. Sargent
    

* By: Gregory S. Duch
     -------------------------
          Gregory S. Duch
          Attorney-in-Fact

<PAGE>

                        Securities Act File No. 33-68124
                    Investment Company Act File No. 811-7986

                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM N-1A

                                                                     ---
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933              ---

                                                                     ---
     Pre-Effective Amendment No.                                     ---

   
                                                                     ---
     Post-Effective Amendment No. 4                                   X
                                                                     ---
    


                                     and/or

                                                                     ---
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940      ---

   
                                                                     ---
     Amendment No. 6                                                  x
                                                                     ---
    


                        (Check appropriate box or boxes)

                      THE ALGER DEFINED CONTRIBUTION TRUST
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)

                           --------------------------
                                 E X H I B I T S
                           --------------------------

<PAGE>


                                INDEX TO EXHIBITS

Exhibit                                               Page Number in Sequential
  No.                                                       Number System
- ------                                                -------------------------

  11      Consent of Arthur Andersen LLP .............

  16      Schedule for computation of performance 
          quotations provided in the Statement
          of Additional Information .................. 



   
                                 ARTHUR ANDERSEN

                            Arthur Andersen & Co. SC


                   CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent  public  accountants,  we hereby consent to the use of our report
dated  December 19,  1995,  on the  financial  statements  of The Alger  Defined
Contribution  Trust for the period ended October 31, 1995 and to all  references
to our Firm  included  in or made a part of the  registration  statement  of The
Alger  Defined  Contribution  Trust,  filed  on Form  N-1A  (Amendment  No.  6),
Investment  Company  Act File No.  811-7986  with the  Securities  and  Exchange
Commission.

                                   /s/ Arthur Andersen LLP
                                   ARTHUR ANDERSEN LLP

New York, New York
February 22, 1996
    


   
                       AVERAGE ANNUAL RETURN COMPUTATION

                The Average Annual Return for each Portfolio was
                 computed according to the following formula:

                    n
FORMULA:      P(1+T) =ERV
Where:        P=    a hypothetical investment 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 1, 5, or 10 year (or other) periods at the
                    end of the 1, 5 or 10 year (or other)
                    periods (or fractional portion thereof)
    
<TABLE>
<CAPTION>

   
                                                ENDING     AVERAGE
                               PERIOD        REDEEMABLE  ANNUAL RATE
PORTFOLIO                     COVERED           VALUE     OF RETURN          FORMULA*
- ---------                     -------           -----     ---------          --------
<S>                    <C>                   <C>            <C>       <C>
ALGER DEFINED
  CONTRIBUTION SMALL
  CAP                  11/8/93 (commencement
                       of operations)
                       through 10/31/95**     1,799.88      34.54%    @RATE(1799.88,1000,1.98)


                       YEAR ENDED 10/31/95    1,661.94      66.19%    @RATE(1661.94,1000,1)
 
ALGER DEFINED
  CONTRIBUTION MIDCAP
  GROWTH:              11/8/93 (commencement
                       of operations)
                       through 10/31/95**     1,796.78      34.42%    @RATE(1796.78,1000,1.98)

                       YEAR ENDED 10/31/95    1,540.98      54.10%    @RATE(1540.98,1000,1)

ALGER DEFINED
  CONTRIBUTION GROWTH: 11/8/93 (commencement
                       of operations)
                       through 10/31/95**     1,423.07      19.50%    @RATE(1423.07,1000,1.98)


                       YEAR ENDED 10/31/95    1,370.97      37.10%    @RATE(1370.97,1000,1)


ALGER DEFINED
  CONTRIBUTION
  LEVERAGED ALLCAP:    11/8/93 (commencement
                       of operations)
                       through 10/31/95**     1,556.36      25.02%    @RATE(1556.36,1000,1.98)

                       YEAR ENDED 10/31/95    1,544.00      54.40%    @RATE(1544.00,1000,1)

                       *LOTUS 123 @RATE FUNCTION:


                              @RATE(FV,PV,TERM) The periodic interest rate necessary for
                                                present value "pv", to grow to future
                                                value "fv", over the number of compounding periods in "term".


                       **Period equals 1.98 years.
    
</TABLE>





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