LORD ABBETT INVESTMENT TRUST
485APOS, 1997-11-07
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                        1933 Act File No. 33-68090
                         1940 Act File No. 811-7988


                        SECURITIES & EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-1A

          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933          [X]
                         Post-Effective Amendment No. 12                   [X]
                                      And

            REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT        [X]
                                    OF 1940
                                Amendment No. 11                           [X]


                          LORD ABBETT INVESTMENT TRUST
                Exact Name of Registrant as Specified in Charter

                  767 FIFTH AVENUE, NEW YORK, N. Y. 10153-0203
                     Address of Principal Executive Office

                  Registrant's Telephone Number (212) 848-1800

                 Kenneth B. Cutler, Vice President & Secretary
                    767 FIFTH AVENUE, NEW YORK, N. Y. 10153
                    (Name and Address of Agent for Service)


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

           immediately on filing pursuant to paragraph (b) of Rule 485

           on (date) pursuant to paragraph (b) of Rule 485

           60 days after filing pursuant to paragraph (a) (1) of Rule 485

           on (date) pursuant to paragraph (a) (1) of Rule 485

           75 days after filing pursuant to paragraph (a) (2) of Rule 485

X          on 12/12/97 pursuant to paragraph (a)(3) of Rule 485
- ---------

If appropriate, check the following box:

X          this post-effective amendment designates a new effective date for a
- ---------- previously filed post-effective amendment




<PAGE>



                                EXPLANATORY NOTE

      This Post-Effective Amendment No. 12 (the "Amendment") to the Registrant's
Registration statement relates to the Strategic Core Series of the Registrant.


         The other series of shares of the  Registrant  are listed below and are
offered  by the  Prospectus  in Part A of the  Post-Effective  Amendment  to the
Registrant's  Registration  Statement as  identified  below.  The  following are
separate series of the  Registrant.  This Amendment does not relate to, amend or
otherwise affect the Prospectus contained in the prior Post-Effective Amendment,
and pursuant to Rule 485(d) under the Securities  Acto of 1933,  does not affect
the effectiveness of such Post-Effective Amendment.

Limited Duration Government Series
Balanced Series                                         Post-Effective Amendment
U.S. Government Securities Series                       No. 10


                                      LORD ABBETT INVESTMENT TRUST
                                                   N-1A
                                      Cross Reference Sheet
                                      Post-Effective Amendment No. 12
                                      Pursuant to Rule 481(a)


FORM N-1A                              LOCATION IN PROSPECTUS OR
ITEM NO.                               STATEMENT OF ADDITIONAL INFORMATION

1                                      Cover Page
2                                      Fee Table
3                                      N/A
4 (a) (i)                              Cover Page
4 (a) (ii)I                            Investment Objectives
4 (b) (c)                              How We Invest
5 (a) (b) (c)                          Our Management; Last Page
5 (d)                                  N/A
5 (e)                                  Our Management
5 (f)                                  N/A
5 (g)                                  Purchases
6 (a)                                  Cover Page
6 (b)  (c) (d)                         N/A
6 (e)                                  Cover Page; Purchases
6 (f)  (g)                             Dividends, Capital Gains
                                       Distributions and Taxes
7 (a)                                  Back Cover Page
7 (b) (c) (d)                          Purchases
8 (a)  (b) (c) (d)                     Redemptions
                                       Purchases, Redemptions and Shareholder
                                       Services
9                                      N/A
10                                     Cover Page
11                                     Cover Page -- Table of Contents
12                                     N/A
13 (a)  (b) (c) (d)                    Investment Objectives and Policies
14                                     Trustees and Officers
15 (a)  (b) (c)                        Trustees and Officers
16 (a) (i)                             Investment Advisory and Other
                                       Services
16 (a) (ii)                            Trustees and Officers
16 (a) (iii)                           Investment Advisory and Other
                                       Services
16 (b)                                 Investment Advisory and Other Services
16 (c)  (d) (e) (g)                    N/A
16 (f)                                 Purchases, Redemptions and Shareholder
                                       Services
16 (h)                                 Investment Advisory and Other Services
16 (i)                                 N/A
17 (a)                                 Portfolio Transactions
17 (b)                                 N/A


<PAGE>



17 (c)                                 Portfolio Transactions
17 (d) (e)                             N/A
18 (a)                                 Cover Page
18 (b)                                 N/A
19 (a) (b)                             Purchases; Redemptions and Shareholder
                                       Services; Notes to Financial Statements
19 (c)                                 N/A
20                                     Taxes
21 (a)                                 Purchases, Redemptions and Shareholder
                                       Services
21 (b) (c)                             N/A
22                                     N/A
22 (b)                                 Past Performance
23                                     Financial Statements; Supplementary



<PAGE>

LORD ABBETT  INVESTMENT  TRUST The General Motors  Building 767 Fifth Avenue New
York, NY 10153-0203 800-426-1130

The Strategic  Core Series ("we" or the  "Series") is a separate  series of Lord
Abbett  Investment  Trust (the "Fund").  The Fund  currently  consists  of four
series.  Only  shares of the  Strategic  Core  Series are being  offered by this
Prospectus.

We seek  income and  capital  appreciation  to produce a high total  return.  In
seeking  this  investment  objective,  the  Series  invests  in U.S.  Government
securities;  investment  grade debt  securities;  high-yield,  lower-rated  debt
securities  ("junk  bonds");  and  obligations of foreign  governments and other
fixed-income  securities  denominated  in  foreign  currencies.  There can be no
assurance that we will achieve our objective.

This Prospectus  sets forth  concisely the information  about the Series and the
Fund that a  prospective  investor  should  know  before  investing.  Additional
information about the Series and the Fund has been filed with the Securities and
Exchange Commission.  The Statement of Additional Information is incorporated by
reference into this Prospectus and may be obtained,  without charge,  by writing
to the Fund or by calling 800-874-3733. Ask for "Part B of the Prospectus -- The
Statement of Additional Information."

The date of this  Prospectus  and of the Statement of Additional  Information is
December 12, 1997.

PROSPECTUS  Investors  should  read  and  retain  this  Prospectus.  Shareholder
inquiries should be made in writing to the Fund or by calling 800-821-5129.  You
can also make inquiries through your broker-dealer.

Shares of the  Series 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.
An  investment  in the Series  involves  risks,  including  the possible loss of
principal.

               CONTENTS                 PAGE

        1       Investment Objective    2

        2       Fee Table               2

        3       How We Invest           2

        4       Purchases               6

        5       Our Management          7

        6       Dividends, Capital Gains
                Distributions and Taxes 7

        7       Redemptions             8
        8       Performance             8


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.

<PAGE>

1 INVESTMENT OBJECIVE
Our investment objective is to seek income and capital appreciation to produce a
high total return. In pursuit of this objective,  the Series over time will have
volatility  approximating  a range of two years more and two years less than the
duration of the Lehman Aggregate Index.

2 FEE TABLE
A summary of expenses of the Series is set forth in the table below. The example
should not be considered a  representation  of past or future  expenses.  Actual
expenses may be greater or less than those shown.

SHAREHOLDER  TRANSACTION  EXPENSES                     CLASS Y  
                                                       SHARES 
 (as a percentage of offering  price)
Maximum Sales Charge on Purchases 
(See  "Purchases")                                     None 
Deferred Sales Charge (See "Purchases")                None

ANNUAL  FUND  OPERATING  EXPENSES
(as  a  percentage  of  average  net  assets)
Management   Fees  (See  "Our   Management")           None  
Other  Expenses  (See  "Our Management")               None

Total Operating Expenses                               None


EXAMPLE:  Assume an  annual  return of 5% and there is no change in the level of
expenses  described above.  For a $1,000  investment,  with  reinvestment of all
dividends  and  distributions,  you  would  pay the  following  total  expenses,
assuming redemption on the last day of each period indicated.

                    1 YEAR    3 YEARS
Class Y  Shares     None      None

The  foregoing  is provided  to give  investors  a better  understanding  of the
expenses that are incurred by an investment in the Series.


3 HOW WE INVEST The management of the Fund will allocate the Series' investments
among the following three sectors of the fixed-income securities markets:

o U.S.  GOVERNMENT AND  INVESTMENT  GRADE DEBT  SECURITIES  SECTOR -- consisting
primarily  of  debt  obligations  of  the  U.S.  government,  its  agencies  and
instrumentalities  and  debt  securities  which,  at the time of  purchase,  are
"investment grade," i.e., rated within one of the four highest grades determined
either by Moody's Investors Service, Inc. or Standard & Poor's Ratings Services.

o HIGH-YIELD  SECTOR -- consisting of high yield,  lower-rated, higher risk U.S.
and foreign fixed-income securities; and

o  INTERNATIONAL  SECTOR -- consisting of  obligations  of foreign  governments,
their  agencies  and   instrumentalities   and  other  fixed-income   securities
denominated in foreign currencies.

Lord,  Abbett & Co. ("Lord Abbett") will  continuously  review the allocation of
assets among these three sectors and make  adjustments as it deems  appropriate.
Although  there is no fixed limit on  allocations  for the U.S.  Government  and
Investment  Grade  Sector,   under  normal   circumstances  the  High-Yield  and
International  Sectors  each have a limit  consisting  of 20% of the Series' net
assets.

 U.S. GOVERNMENT SECURITIES. U.S. Government securities include: (1) obligations
issued by the U.S. Treasury,  differing only in their interest rates, maturities
and time of issuance, and including Treasury bills maturing in one year or less,
Treasury notes  maturing in one to ten years and Treasury bonds with  maturities
of over ten years and (2)  obligations  issued or guaranteed by U.S.  Government
agencies and instrumentalities which are supported by any of the following:  (a)
the full faith and  credit of the United  States  (such as  Government  National
Mortgage  Association  ("GNMA")  certificates),  (b) the right of the  issuer to
borrow from the U.S. Treasury or (c) the credit of the instrumentality. Agencies
and  instrumentalities  include the Federal  Home Loan Bank,  Federal  Home Loan
Mortgage Corporation ("FHLMC"),  Federal National Mortgage Association ("FNMA"),
Federal Farm Credit Bank, Student Loan Marketing  Association,  Tennessee Valley
Authority, Financing Corporation and Resolution Funding Corporation. Obligations
issued   by  the   U.S.   Treasury   and  by  U.S.   Government   agencies   and
instrumentalities  include  those  so  issued  in a form  separated  into  their
component parts of principal and coupon payments,  i.e., "component securities."
A security backed by the U.S.  Treasury or a U.S.  Government  agency,  although
providing  substantial  protection against credit risk, is guaranteed only as to
the timely payment of interest and principal  when held to maturity.  The market
prices  for  such   securities  are  not  guaranteed  and  will  fluctuate  and,
accordingly,  such securities will not protect  investors  against price changes
due to changing interest rates. Longer maturity U.S.  Government  securities may
exhibit  greater price  volatility in response to changes in interest rates than
shorter maturity securities. In addition, certain U.S. Government securities
<PAGE>

may show even greater volatility if, for example, the interest payment component
has been removed, as with zero coupon bonds.

Investments  in GNMA  certificates,  which are pools of home mortgages and other
mortgage-backed  securities, are subject to prepayment of principal as mortgages
are prepaid.  We must reinvest these prepayments at prevailing rates,  which may
be  lower  than  the  yield of the  GNMA  certificate  or other  mortgage-backed
securities. These prepayments will result in a further reduction in principal if
the GNMA  certificate  or other  mortgage-backed  security is trading  over par.
Mortgage prepayments generally increase in a falling  interest-rate  environment
and,  accordingly,  often  result  in a  reduction  of  principal.  In a  rising
interest-rate  environment,  prepayments  tend to decline  which  increases  the
duration and volatility of such GNMA certificates.

 We may invest in interest-only and  principal-only  mortgage-backed  securities
backed by fixed-rate  mortgages,  provided that they may be sold promptly in the
ordinary  course  of  business  at a value  reasonably  close  to  that  used in
calculating the net asset value per share.

The  Series  may  deal  in  options  on U.S.  Government  securities,  and  U.S.
Government securities indices and U.S. Government security futures transactions,
including  options on such  futures and short sales with respect to such options
and  futures.  The Series may write (sell) call options and put options on up to
25% of its net assets and may  purchase put and call  options  provided  that no
more than 5% of its net  assets (at the time of  purchase)  may be  invested  in
premiums on such options.

We may purchase U.S.  Government  securities on a when-issued  basis and,  while
awaiting delivery and before paying for them ("settlement"), normally may invest
in short-term U.S. Government  securities without amortizing any premiums. We do
not start earning interest on these when-issued  securities until settlement and
often will sell them prior to settlement.  This investment  strategy is expected
to contribute significantly to a portfolio turnover rate substantially in excess
of 100% for the Series. This strategy will have little or no transaction cost or
adverse tax consequences for the Series. Transaction costs normally will exclude
brokerage  because  our  fixed-income  portfolio  transactions  are usually on a
principal basis when using this strategy and any mark-ups  charged normally will
be more than offset by the beneficial economic  consequences  anticipated at the
time of purchase.  During the period between purchase and settlement,  the value
of the securities will fluctuate and assets consisting of cash and/or marketable
securities  marked to market  daily in an amount  sufficient  to make payment at
settlement  will  be  segregated  at our  custodian  in  order  to pay  for  the
commitment.  There is a risk that market yields  available at settlement  may be
higher  than  yields  obtained  on the  purchase  date  which  could  result  in
depreciation of value.

We may engage in the lending of our  portfolio  securities.  These loans may not
exceed 30% of the value of the Series' total assets.  In such an arrangement the
Series loans  securities from its portfolio to registered  broker-dealers.  Such
loans are continuously collateralized by an amount at least equal to 100% of the
market  value  of  the  securities  loaned.   Cash  collateral  is  invested  in
obligations  issued  or  guaranteed  by the  U.S.  Government  or its  agencies,
commercial  paper or bond  obligations  rated AA or A-1/P-1 by Standard & Poor's
Rating  Services  ("S&P")  or  Moody's  Investors  Services,  Inc.  ("Moody's"),
respectively,  or repurchase  agreements with respect to the foregoing.  As with
other extensions of credit, there are risks of delay in recovery and market loss
should the borrowers of the portfolio securities fail financially.

We may enter into repurchase agreements with respect to a security. A repurchase
agreement  is a  transaction  by  which  the  Series  acquires  a  security  and
simultaneously  commits  to  resell  that  security  to the  seller  (a  bank or
securities  dealer)  at an  agreed  upon  price on an  agreed  upon  date.  Such
repurchase  agreement  must,  at all times,  be  collateralized  by cash or U.S.
Government  securities having a value equal to or in excess of, the value of the
repurchase agreement.

Although the longer maturity U.S. Government securities, zero coupon bonds, GNMA
certificates  and  other  mortgage-backed  securities  mentioned  above  may  be
volatile,  this  volatility,  while not eliminated,  is managed by the policy of
Lord Abbett to maintain the average  duration of securities  held within a range
of two years more than and two years less than the Lehman Aggregate Index. Since
this index  currently  has a  duration  of 4.7  years,  currently  this range is
between 2.7 years and 6.7 years.

While growth of capital is not an  objective,  capital  appreciation  may result
from efforts to secure high current income.
<PAGE>

INVESTMENT GRADE DEBT
SECURITIES. We may invest in debt securities which, at the time of purchase, are
rated investment grade. These investment grade debt securities include corporate
bonds and debentures,  mortgage-backed  securities and asset-backed  securities.
Some of these are zero coupon  securities and securities issued on a when-issued
or delayed-delivery basis.

HIGH-YIELD SECURITIES.  We seek  unusual  values,
particularly  in  lower-rated  debt  securities,  some of which are  debentures.

Higher yield on debt  securities  can occur during periods of inflation when the
demand for  borrowed  funds is high.  Also,  buying  lower-rated  bonds when the
credit risk is above  average but, we think,  likely to  decrease,  can generate
higher  yields.  Such debt  securities  normally  will  consist of secured  debt
obligations of the issuer (i.e.,  bonds),  general unsecured debt obligations of
the issuer (i.e., debentures) and debt securities which are subordinate in right
of payment to other debt of the issuer.

Capital appreciation potential is an important consideration in the selection of
portfolio  securities.  Capital appreciation may be obtained by (1) investing in
debt  securities  when the trend of interest  rates is expected to be down;  (2)
investing in  convertible  debt  securities  or debt  securities  with  warrants
attached  entitling the holder to purchase  common  stock;  and (3) investing in
debt securities of issuers in financial  difficulties when, in our opinion,  the
problems giving rise to such difficulties can be successfully  resolved,  with a
consequent  improvement in the credit standing of the issuers.  Such investments
involve corresponding risks that interest and principal payments may not be made
if such difficulties are not resolved.  In no event will we invest more than 15%
of our gross assets at the time of  investment in debt  securities  which are in
default as to interest or principal.

Normally we invest in long-term  debt  securities  when we believe that interest
rates in the long run will decline and prices of such securities  generally will
be higher.  When we believe that  long-term  interest  rates will rise,  we will
endeavor to shift our portfolio into  shorter-term  debt securities whose prices
might not be affected as much by an increase in interest rates.

INTERNATIONAL  SECURITIES.  While the Series'  portfolio  investments in foreign
debt securities may be made in securities of the type described above of issuers
domiciled in developed countries, investments also may be made in the securities
of companies  domiciled in developing  countries.  Such foreign debt  securities
normally will be limited to issues where there does not appear to be substantial
risk of  nationalization,  exchange  controls,  confiscation or other government
restrictions.

The  Series  may  invest  without  limit  in U.S.  Dollar  denominated  American
Depository  Receipts  ("ADRs"),  which are bought and sold in the United States.
The Series  may,  to a limited  extent,  engage in foreign  currency  option and
forward contract transactions as a hedge and not for speculation.

OTHER  POLICIES.  We may hold or sell any  property or  securities  which we may
obtain  through the exercise of conversion  rights or warrants or as a result of
any reorganization,  recapitalization or liquidation  proceedings for any issuer
of  securities  owned  by us.  In no  event  will we  voluntarily  purchase  any
securities  other  than debt  securities,  if, at the time of such  purchase  or
acquisition,  the  value  of  the  property  and  securities,  other  than  debt
securities,  in our  portfolio  is  greater  than 35% of the  value of our gross
assets. A purchase or acquisition will not be considered  "voluntary" if made in
order to avoid loss in value of a conversion or other premium.

We may invest up to 15% of our net  assets in  illiquid  securities.  Securities
which are subject to legal or contractual restrictions on resale, but which have
been  determined  by the  Board of  Trustees  to be  liquid,  such as Rule  144A
securities,  will not be subject to this limit. Investment by the Series in such
securities,  initially  determined  to be  liquid,  could  have  the  effect  of
diminishing  the level of the  Series'  liquidity  during  periods of  decreased
market interest in such securities.

We may not  borrow in excess of 5% of our gross  assets  taken at cost or market
value, whichever is lower at the time of borrowing, and then only as a temporary
measure  for  extraordinary  or  emergency  purposes.  We will  not  change  our
investment objective without shareholder approval.

RISK FACTORS - INTERNATIONAL SECURITIES. Securities markets of foreign countries
in  which  we may  invest  generally  are not  subject  to the  same  degree  of
regulation as the U.S. markets and may be more volatile and less liquid than the
major  U.S.  markets.  There  may  be  less  publicly-available  information  on
publicly-traded  companies,  banks and  governments  in foreign  countries  than
generally  is the case for  such  entities  in the  United  States.  The lack of
uniform accounting  standards and practices among countries impairs the validity
of direct comparisons of valuation measures (such as price/earnings  ratios) for
securities in different countries.  Other  considerations  include political and
social   instability,   expropriation,   higher  transaction   costs,   currency
fluctuations,  witholding taxes that cannot be passed through as a tax credit or
reduction to shareholders and different securities settlement practices. Foreign
securities may be traded on days that we do not value our portfolio  securities,
and,  accordingly,  net asset values may be significantly  affected on days when
shareholders do not have access to the Series.
<PAGE>

 RISK FACTORS -- HIGH YIELD. We may invest  substantially  in lower-rated  bonds
because they tend to have higher yields. In general,  the market for lower-rated
bonds is more limited than that for higher-rated  bonds and,  therefore,  may be
less liquid. Market prices of lower-rated bonds may fluctuate more than those of
higher-rated  bonds,  particularly  in times of economic  change and stress.  In
addition,  because the market for  lower-rated  corporate debt securities has in
past  years  experienced  wide  fluctuations  in the  values of certain of these
securities, past experience may not provide an accurate indication of the future
performance  of that market or of the  frequency of default,  especially  during
periods of recession.  Objective  pricing data for lower-rated bonds may be more
limited than for higher-rated bonds and valuation of such securities may be more
difficult and require greater reliance upon judgment.

 While the  market  for  lower-rated  bonds  may be  relatively  insensitive  to
interest  rate  changes,  the market  prices of these bonds  structured  as zero
coupon or  pay-in-kind  securities  may be affected to a greater  extent by such
changes  and thus may be more  volatile  than prices of  lower-rated  securities
paying interest periodically in cash.  Lower-rated bonds that are callable prior
to maturity  may be more  susceptible  to  refunding  during  periods of falling
interest rates, requiring replacement with lower-yielding securities.

Since the risk of default  generally  is higher  among  lower-rated  bonds,  the
research and analysis  performed by Lord Abbett are especially  important in the
selection of such bonds.  If bonds are rated BB/Ba or lower,  they are described
as "high-yield  bonds" because of their generally higher yields and are referred
to  colloquially  as "junk bonds" because of their greater  risks.  In selecting
lower-rated bonds for investment,  Lord Abbett does not rely upon ratings, which
evaluate only the safety of principal and interest,  not market value risk,  and
which,  furthermore,  may not accurately  reflect an issuer's current  financial
condition.  We do not have any minimum  rating  criteria for our  investments in
bonds.  Some  issuers  may  default as to  principal  and/or  interest  payments
subsequent   to  our   purchase   of   their   securities.   Through   portfolio
diversification,  good credit analysis and attention to current developments and
trends  in  interest  rates  and  economic  conditions,  investment  risk can be
reduced, although there is no assurance that losses will not occur.

Laws enacted from time to time could limit the tax or other  advantages  of, and
the  issuance  of,  lower-rated  securities  and could  adversely  affect  their
secondary  market and the  financial  condition of their  issuers.  On the other
hand, such  legislation  (curtailing the supply of new issues) could improve the
liquidity, market values and demand for outstanding issues.

RISKS OF HEDGING AND INCOME ENHANCEMENT STRATEGIES. Participation in the options
or futures markets involves  investment risks and transaction costs to which the
Series would not be subject  absent the use of these  strategies.  If the Series
management's  prediction of movement in the direction of the securities  markets
is inaccurate,  the adverse  consequences  to the Series may leave it in a worse
position than if such  strategies  were not used.  Risks  inherent in the use of
options and futures  include (1) dependence on  management's  ability to predict
correctly  movements in the direction of specific securities being hedged or the
movement in securities indices;  (2) imperfect  correlation between the price of
options and  securities  index futures and options  thereon and movements in the
prices of the  securities  being hedged;  (3) the fact that skills needed to use
these strategies are different from those needed to select portfolio securities;
(4)  the  possible  absence  of a  liquid  secondary  market  forany  particular
instrument  at any time;  (5) the  possible  need to defer  closing  out certain
hedged  positions  to avoid  adverse tax  consequences;  and (6) daily limits on
price  variance  for a futures  contract or related  options  imposed by certain
futures  exchanges  and  boards  of  trade  may  restrict  transactions  in such
securities on a particular day.

<PAGE>

4 PURCHASES Class Y Shares. Class Y shares are purchased at net asset value with
no sales  charge of any kind.  The net asset  value of our shares is  calculated
every  business day as of the close of the New York Stock  Exchange  ("NYSE") by
dividing net assets by the number of shares  outstanding.  Securities are valued
at their market value as more fully  described  in the  Statement of  Additional
Information.

WHO MAY INVEST? Eligible purchasers of Class Y shares include (i) the trustee or
custodian under any deferred  compensation or pension or profit-sharing  plan or
payroll  deduction  IRA  established  for the  benefit of the  employees  of any
company with any  account(s) in excess of $10 million  managed by Lord Abbett or
its  sub-advisors  on  a  private-advisory-account   basis;  (ii)  institutional
investors,   including  retirement  plans,   companies,   foundations,   trusts,
endowments  and other  entities  where the total amount of potential  investable
assets  exceeds $50 million that were not  introduced  to Lord Abbett by persons
associated  with a broker or dealer  primarily  involved in the retail  security
business; and (iii) employees and partners of Lord Abbett,  directors (trustees)
of  Lord-Abbett-managed  funds and  spouses  and other  family  members  of such
employees, partners and directors (trustees). All shares may be purchased at the
net asset  value per share next  computed  after the order is  received  by Lord
Abbett.  The minimum initial  investment with respect to investors  mentioned in
(iii)  above  is  $1,000.  Subsequesnt  investments  may be made in any  amount.
Certificates  representing  shares  of the Fund  will not be  issued.  This will
relieve  shareholders of the  responsibility  and  inconvenience  of safekeeping
share certificates and save the Fund unnecessary expense.

HOW  MUCH  MUST YOU  INVEST?  You may buy our  shares  through  any  independent
securities  dealer having a sales  agreement with Lord Abbett  Distributor,  our
exclusive  selling  agent or through Lord Abbett  Distributor.  Place your order
with your  investment  dealer or send it to the Lord  Abbett  Fund you  selected
(P.O. Box 419100,  Kansas City,  Missouri 64141). The minimum initial investment
is $1 million except for those investors mentioned in (iii) above. This offering
may be suspended, changed or withdrawn by Lord Abbett Distributor which reserves
the right to reject any order.

BUYING SHARES THROUGH YOUR DEALER.  Orders for shares received by the Fund prior
to the  close of the  NYSE,  or  received  by  dealers  prior to such  close and
received by Lord Abbett Distributor prior to the close of its business day, will
be confirmed at net asset value effective at such NYSE close. Orders received by
dealers after the NYSE closes and received by Lord Abbett  Distributor in proper
form prior to the close of its next  business  day are executed at the net asset
value  effective  as of the close of the NYSE on that  next  business  day.  The
dealer is  responsible  for the  timely  transmission  of orders to Lord  Abbett
Distributor. A business day is a day on which the NYSE is open for trading.

BUYING SHARES BY WIRE. To open an account,  call 1-800 821-5129 to set up your
account and to arrange a wire  transaction.  Wire to:  United  Missouri  Bank of
Kansas   City,    N.A.,    Routing    number   -   101000695,    Account
Number:9878002611,  FBO:  (account  name) and  (account  number.)  Specify the
complete name of the fund/series of your choice, note Class Y shares and include
your new account number and your name. To add to an existing  account,  wire to:
United  Missouri  Bank of Kansas  City,  N.A.,  routing  number -  ------------,
account number:-------------,  FBO: (account name) and (account number). Specify
the complete  name of the  fund/series  of your choice,  note Class Y shares and
include your account number and your name.

TELEPHONE EXCHANGE PRIVILEGE.  Class Y shares may be exchanged without a service
charge for shares of the same class of any other Lord Abbett-sponsored fund.

<PAGE>

5 OUR MANAGEMENT  Our business is managed by our officers on a day-to-day  basis
under the overall  direction  of our Board of  Trustees  with the advice of Lord
Abbett (herein referred to as "management"). We employ Lord Abbett as investment
manager for the Series pursuant to a Management Agreement.  Lord Abbett has been
an investment manager for over 67 years and currently manages  approximately $24
billion  in a family of mutual  funds and  other  advisory  accounts.  Under the
Management  Agreement,  Lord  Abbett is  obligated  to provide  the Series  with
investment  management  services  and  executive  and other  personnel,  pay the
remuneration  of our officers and of our trustees  affiliated  with Lord Abbett,
provide us with  office  space and pay for  ordinary  and  necessary  office and
clerical expenses relating to research,  statistical work and supervision of the
Series' portfolio and certain other costs. Lord Abbett provides similar services
to twelve other Lord Abbett-sponsored funds having various investment objectives
and also advises other investment clients


The  Fund's  investment  decisions  are made by  Robert  Gerber.  Mr.  Gerber is
Executive  Vice  President and Portfolio  Manager of the Fund, and has served in
this capacity since the date of this  Prospectus.  He joined Lord Abbett in July
1997 as Director of High Grade Fixed Income.  Prior to joining Lord Abbett,  Mr.
Gerber served as a Senior Portfolio  Manager of Sanford C. Bernstein & Co., Inc.
since 1992.

Under the  Management  Agreement,  the Series is  obligated to pay Lord Abbett a
monthly fee based on its  average  daily net assets for each month at the annual
rate of .50%. Because Lord Abbett intends to waive the payment of the management
fee for the year after  commencement of operations of the Series,  the effective
fee payable to Lord Abbett by the Series as a  percentage  of average  daily net
assets is expected to be at the annual rate of zero percent for such period.  In
addition,  we pay all expenses not expressly assumed by Lord Abbett. The Series'
ratio of expenses,  including management fee expenses, to average net assets for
such one-year period is expected to be zero percent.


6 DIVIDENDS,  CAPITAL GAINS  DISTRIBUTION  AND TAXES With respect to the Series,
dividends from taxable net investment income may be taken in cash or invested in
additional  shares at net asset value  (without a sales charge) and will be paid
to shareholders annually in December.

A capital gains  distribution is made when the Series has net profits during the
year from sales of  securities.  Any capital  gains  distributions  will be made
annually  in  December.  They may be taken in cash or invested in more shares at
net asset value without a sales charge.

Dividends  and  distributions  declared in October,  November or December of any
year will be treated for federal  income tax purposes as having been received by
shareholders  of the Series in that year if they are paid  before  February 1 of
the following year. A supplemental  capital gains  distribution also may be paid
in December.

The Series  intends to meet the  requirements  of  Subchapter  M of the Internal
Revenue Code. The Series will try to distribute to  shareholders  all of its net
investment  income and net realized  capital gains, so as to avoid the necessity
of paying federal income tax.  Shareholders,  however, must report dividends and
capital  gains  distributions  as taxable  income.  Dividends  derived  from the
Series'  ordinary  income  and net  short-term  capital  gains  are  taxable  to
Shareholders at ordinary income rates. Under recently enacted  legislation,  the
maximum tax rate on long-term  capital  gains for a U.S.  individual,  estate or
trust is reduced to 20% and the "holding  period" for  long-term  capital  gains
treatment is increased from one-year to eighteen months.  (If the taxpayer is in
the 15% tax  bracket,  the rate is 10%.) An  individual,  estate or trust with a
holding  period  greater  than one year but less than 18 months  has  "mid-term"
gains  taxed at a  maximum  rate of 28% (15% if the  taxpayer  is in the 15% tax
bracket).  Although it has not yet done so,  Treasury has the authority to amend
the tax law governing taxation of shareholders of a regulated investment company
to  reflect  these  changes.  Although  the  Series  does not know when and what
regulations will be promulgated, it believes that the regulations should provide
that whether  received in cash or shares,  regardless of how long a taxpayer has
held the shares of the  Series,  distributions  derived  from net  long-term  or
mid-term  capital gains will be taxable to shareholders as long-term or mid-term
capital gains, respectively.
<PAGE>

Shareholders may be subject to a $50 penalty under the Internal Revenue Code and
we may be required to withhold and remit to the U.S. Treasury a portion (31%) of
any redemption or repurchase proceeds and of any dividend or distribution on any
account,  where the payee  (shareholder)  failed to  provide a correct  taxpayer
identification number or to make certain required certifications.

Limitations  imposed  by the  Internal  Revenue  Code  on  regulated  investment
companies may restrict the Series' ability to engage in transactions in options,
forward contracts and cross hedges.

We will  inform  shareholders  of the federal  tax status of each  dividend  and
distribution after the end of each calendar year.

Shareholders should consult their tax advisers  concerning  applicable state and
local  taxes as well as on the tax  consequences  of gains  or  losses  from the
redemption or exchange of our shares.


7  REDEMPTIONS  To obtain the proceeds of an expedited  redemption of $50,000 or
less, you or your  representative  with proper  identification can telephone the
Fund. This privilege is  automatically  extended to all  shareholders.  The Fund
will not be liable for following instructions  communicated by telephone that it
reasonably believes to be genuine with respect to the Fund and, therefore,  will
employ reasonable  procedures to confirm that instructions received are genuine,
including requesting proper identification,  recording all telephone redemptions
and mailing the proceeds only to the named  shareholder at the address appearing
on the account registration.

If you cannot use the expedited redemption  procedures described above to redeem
shares directly,  send your request to Lord Abbett  Investment Trust - Strategic
Core Series (P.O. Box 419100, Kansas City, Missouri 64141) with signature(s) and
any legal capacity of the signer(s)  guaranteed by an eligible guarantor.  Under
certain circumstances and subject to prior written notice, our Board of Trustees
may authorize  redemption of all of the shares in any account in which there are
fewer than 25 shares.

8 PERFORMANCE YIELD AND TOTAL RETURN. Yield and total return data may, from time
to time, be included in advertisements  about the Series. The Series' "yield" is
calculated by dividing the  annualized  net  investment  income per share on the
portfolio  during a 30-day  period by the net asset value on the last day of the
period.  The yield  data  represents  a  hypothetical  investment  return on the
portfolio, and does not measure an investment return based on dividends actually
paid to shareholders.  To show that return, a dividend  distribution rate may be
calculated.  The  dividend  distribution  rate is  calculated  by  dividing  the
dividends of the Series'  shares  derived from net  investment  income  during a
stated  period by the net asset value on the last day of the period.  Yields and
dividend  distribution  rates for  Series'  shares  is shown at net asset  value
without the deduction of any sales charge.

 "Total return" for the one-, five- and ten-year periods  represents the average
annual compounded rate of return on an investment of $1,000 in the Series at the
net asset value.  When total return is quoted for Series' shares, it is shown at
net asset value without the  deduction of any sales charge.  Quotations of yield
or total return for any period when an expense  limitation  is in effect will be
greater than if the limitation had not been in effect. See "Past Performance" in
the Statement of Additional Information for a more detailed description.

See "Performance" in the Statement of Additional Information for a more detailed
discussion  concerning  the  computation  of the Series' total return and yield.

THIS  PROSPECTUS  DOES NOT CONSTITUTE AN OFFERING IN ANY  JURISDICTION  IN WHICH
SUCH OFFER IS NOT  AUTHORIZED  OR IN WHICH THE PERSON  MAKING  SUCH OFFER IS NOT
QUALIFIED  TO DO SO OR TO ANYONE TO WHOM IT IS UNLAWFUL  TO MAKE SUCH OFFER.  NO
PERSON IS  AUTHORIZED TO GIVE  INFORMATION  OR TO MAKE ANY  REPRESENTATIONS  NOT
CONTAINED IN THIS  PROSPECTUS OR IN  SUPPLEMENTAL  LITERATURE  AUTHORIZED BY THE
FUND, AND NO PERSON IS ENTITLED TO RELY UPON ANY  INFORMATION OR  REPRESENTATION
NOT CONTAINED HEREIN OR THEREIN.

<PAGE>




LORD ABBETT


Statement of Additional Information                     December 12 , 1997

                          Lord Abbett Investment Trust
                              Strategic Core Series
- --------------------------------------------------------------------------------


This Statement of Additional  Information is not a Prospectus.  A Prospectus may
be obtained  from your  securities  dealer or from Lord Abbett  Distributor  LLC
("Lord Abbett  Distributor") at The General Motors  Building,  767 Fifth Avenue,
New York, New York 10153-0203.  This Statement relates to, and should be read in
conjunction with, the Prospectus dated December 12, 1997.

Lord Abbett  Investment  Trust  (referred  to as the "Fund") was  organized as a
Delaware  business trust on August 16, 1993. The Fund's  trustees have authority
to create separate classes and series of shares of beneficial interest,  without
further  action by  shareholders.  The Fund has four  series--Lord  Abbett  U.S.
Government  Securities  Series,  Lord Abbett  Limited  Duration U.S.  Government
Securities  Series,  Lord Abbett Balanced Series and a new series Strategic Core
Series (sometimes referred to as "U.S.  Government  Securities Series," "Limited
Duration  Government  Series,"  "Balanced  Series," and "Strategic Core Series,"
respectively,  or "we" or the  "Series,"  individually  or  collectively).  Only
shares of the  Strategic  Core  Series are offered in this  Statement  and those
shares  consist of Class Y shares.  All shares have equal  noncumulative  voting
rights and equal  rights  with  respect to  dividends,  assets and  liquidation,
except  for   certain   class-specific   expenses.   They  are  fully  paid  and
nonassessable when issued and have no preemptive or conversion  rights.  Further
classes or series may be added in the  future.  The  Investment  Company  Act of
1940,  as amended (the "Act")  requires that where more than one class or series
exists,  each class or series must be preferred over all other classes or series
in respect of assets specifically allocated to such class or series.

Rule 18f-2 under the Act provides that any matter  required to be submitted,  by
the provisions of the Act or applicable  state law or otherwise,  to the holders
of the outstanding  voting securities of an investment  company such as the Fund
shall not be deemed to have been  effectively  acted upon unless approved by the
holders of a majority of the outstanding shares of each class or series affected
by such  matter.  Rule 18f-2  further  provides  that a class or series shall be
deemed to be affected by a matter  unless the  interests of each class or series
in the  matter are  substantially  identical  or the matter  does not affect any
interest of such class or series.  However,  the Rule  exempts the  selection of
independent public accountants, the approval of principal distributing contracts
and the election of trustees from its separate voting requirements.

Shareholder  inquiries  should  be made by  writing  directly  to the Fund or by
calling 800-821-5129. In addition, you can make inquiries through your dealer.

                    TABLE OF CONTENTS                                      Page

1.                  Investment Policies.......................................2
2.                  Trustees and Officers.....................................5
3.                  Investment Advisory and Other Services....................8
4.                  Portfolio Transactions....................................8
5.                  Purchases, Redemptions
                    and Shareholder Services.................................10
6.                  Performance..............................................11
7.                  Taxes....................................................12
8.                  Information About the Fund...............................12
9.                  Financial Statements.....................................13


<PAGE>



                                       1.
                               Investment Policies

FUNDAMENTAL INVESTMENT RESTRICTIONS
We are subject to the following investment  restrictions which cannot be changed
without  approval of a majority of our outstanding  shares.  The Series may not:
(1) borrow  money,  except that (i) the Series may borrow from banks (as defined
in the Act) in amounts up to 33 1/3% of its total assets  (including  the amount
borrowed), (ii) the Series may borrow up to an additional 5% of its total assets
for temporary  purposes,  (iii) the Series may obtain such short-term  credit as
may be  necessary  for  the  clearance  of  purchases  and  sales  of  portfolio
securities  and (iv) the Series may purchase  securities on margin to the extent
permitted  by  applicable  law;  (2)  pledge its  assets  (other  than to secure
borrowings,  or to the extent  permitted by the Series'  investment  policies as
permitted by applicable  law);  (3) engage in the  underwriting  of  securities,
except  pursuant to a merger or acquisition or to the extent that, in connection
with the  disposition  of its  portfolio  securities,  it may be deemed to be an
underwriter  under federal  securities  laws;  (4) make loans to other  persons,
except  that the  acquisition  of  bonds,  debentures  or other  corporate  debt
securities  and  investment  in  government   obligations,   commercial   paper,
pass-through   instruments,   certificates  of  deposit,   bankers  acceptances,
repurchase  agreements or any similar  instruments  shall not be subject to this
limitation,   and  except  further  that  the  Series  may  lend  its  portfolio
securities,  provided that the lending of portfolio  securities may be made only
in accordance  with applicable law; (5) buy or sell real estate (except that the
Series may invest in securities directly or indirectly secured by real estate or
interests  therein  or  issued  by  companies  which  invest  in real  estate or
interests  therein) or commodities or commodity  contracts (except to the extent
the Series may do so in accordance with  applicable law and without  registering
as a commodity pool operator  under the Commodity  Exchange Act as, for example,
with  futures  contracts);  (6) with  respect  to 75% of its gross  assets,  buy
securities of one issuer  representing more than (i) 5% of the its gross assets,
except securities issued or guaranteed by the U.S.  Government,  its agencies or
instrumentalities  or (ii) 10% of the  voting  securities  of such  issuer;  (7)
invest more than 25% of its assets,  taken at market value, in the securities of
issuers  in any  particular  industry  (excluding  (i)  securities  of the  U.S.
Government,   its  agencies  and   instrumentalities  and  (ii)  mortgage-backed
securities);  and (8) issue senior  securities to the extent such issuance would
violate applicable law.

With respect to the restrictions mentioned herein, compliance therewith will not
be affected by changes in the market value of portfolio  securities  but will be
determined at the time of purchase or sale of such securities.

NON-FUNDAMENTAL INVESTMENT RESTRICTIONS

In addition to the investment restrictions above which cannot be changed without
shareholder  approval,  we also are  subject to the  policies  described  in the
Prospectus  and the following  investment  policies  which may be changed by the
Board of Trustees without shareholder  approval.  The Series may not: (1) borrow
in excess of 5% of its gross assets taken at cost or market value,  whichever is
lower at the  time of  borrowing,  and  then  only as a  temporary  measure  for
extraordinary  or  emergency  purposes;  (2) make short sales of  securities  or
maintain a short position except to the extent  permitted by applicable law; (3)
invest  knowingly more than 15% of its net assets (at the time of investment) in
illiquid securities, except for securities qualifying for resale under Rule 144A
of the Securities Act of 1933, deemed to be liquid by the Board of Trustees; (4)
invest in the securities of other  investment  companies  except as permitted by
applicable  law; (5) hold securities of any issuer if more than 1/2 of 1% of the
securities  of such  issuer are owned  beneficially  by one or more  officers or
trustees  of the  series or by one or more  partners  or  members  of the Fund's
underwriter  or  investment  adviser  if  these  owners  in  the  aggregate  own
beneficially  more  than 5% of the  securities  of such  issuer;  (6)  invest in
warrants if, at the time of the acquisition,  its investment in warrants, valued
at the lower of cost or market,  would  exceed 5% of the  Series'  total  assets
(included  within such  limitation,  but not to exceed 2% of the  Series'  total
assets,  are  warrants  which are not listed on the New York or  American  Stock
Exchange  or a major  foreign  exchange);  (7)  invest  in real  estate  limited
partnership  interests  or interests in oil,  gas or other  mineral  leases,  or
exploration or other  development  programs,  except that the Fund may invest in
securities  issued  by  companies  that  engage  in oil,  gas or  other  mineral
exploration or other development  activities;  (8) write, purchase or sell puts,
calls,  straddles,  spreads  or  combinations  thereof,  except  to  the  extent
permitted in the Fund's prospectus and statement of additional  information,  as
they may be amended from time to time; or (9)

                                        2

<PAGE>



buy from or sell to any of its officers, trustees,  employees, or its investment
adviser or any of its officers,  trustees, partners or employees, any securities
other than shares of beneficial interest in such series.

Although  there is no  current  intention  to do so,  the  Series  may invest in
financial futures and options on financial futures.

FOREIGN CURRENCY HEDGING TECHNIQUES
The Series may utilize various foreign  currency  hedging  techniques  described
below, including forward foreign currency contracts and foreign currency put and
call options.

FORWARD FOREIGN CURRENCY CONTRACTS. A forward foreign currency contract involves
an obligation to purchase or sell a specific amount of a specific  currency at a
set price at a future date.  The Series  expects to enter into  forward  foreign
currency contracts in primarily two circumstances. First, when the Series enters
into a contract for the purchase or sale of a security  denominated in a foreign
currency,  it may desire to "lock in" the U.S. dollar price of the security.  By
entering  into a forward  contract  for the  purchase  or sale of the  amount of
foreign currency  involved in the underlying  security  transaction,  the Series
will be able to protect against a possible loss resulting from an adverse change
in the  relationship  between the U.S. dollar and the subject  foreign  currency
during the period  between the date the  security is  purchased  or sold and the
date on which payment is made or received.

Second,  when  management  believes  that the currency of a  particular  foreign
country may suffer a decline against the U.S. dollar,  the Series may enter into
a forward  contract  to sell the amount of foreign  currency  approximating  the
value of some or all of the Series'  portfolio  securities  denominated  in such
foreign  currency  or, in the  alternative,  the Series may use a  cross-hedging
technique  whereby it sells another currency which the Series expects to decline
in a similar way but which has a lower transaction cost. Precise matching of the
forward  contract  amount  and the  value of the  securities  involved  will not
generally be possible since the future value of such  securities  denominated in
foreign currencies will change as a consequence of market movements in the value
of those  securities  between the date the forward  contract is entered into and
the date it  matures.  The Series  does not  intend to enter  into such  forward
contracts under this second circumstance on a continuous basis.

FOREIGN  CURRENCY PUT AND CALL  OPTIONS.  The Series may also  purchase  foreign
currency put options and write foreign  currency call options on U.S.  exchanges
or U.S. over-the-counter markets. A put option gives the Series, upon payment of
a  premium,  the  right to sell a  currency  at the  exercise  price  until  the
expiration of the option and serves to insure  against  adverse  currency  price
movements in the underlying portfolio assets denominated in that currency.

Exchange-listed  options  markets in the United  States  include  several  major
currencies,  and trading may be thin and illiquid.  A number of major investment
firms  trade  unlisted  options  which are more  flexible  than  exchange-listed
options  with  respect  to strike  price and  maturity  date.  Unlisted  options
generally are available in a wider range of currencies,  including those of most
of the developed countries. Unlisted foreign currency options are generally less
liquid than listed  options  and  involve  the credit risk  associated  with the
individual issuer.  Unlisted options are subject to a limit of 5% of the Series'
net assets illiquid securities.

A call  option  written by the Series  gives the  purchaser,  upon  payment of a
premium,  the right to purchase from the Series a currency at the exercise price
until the  expiration  of the  option.  The Series may write a call  option on a
foreign  currency  only in  conjunction  with a purchase of a put option on that
currency.  Such a strategy is  designed to reduce the cost of downside  currency
protection by limiting currency appreciation  potential.  The face value of such
writing may not exceed 90% of the value of the  securities  denominated  in such
currency  invested in by the Fund or in such cross currency  (referred to above)
to cover such call writing.

LENDING PORTFOLIO SECURITIES

The Series may lend portfolio  securities to registered  brokers-dealers.  These
loans,  if and when made,  may not exceed 30% of the Series' total  assets.  The
Series'  loans  of  securities  will be  collateralized  by  cash or  marketable
securities  issued or guaranteed by the U.S.  Government or its agencies  ("U.S.
Government  securities") or other  permissible means in an amount at least equal
to the market value of the loaned securities. From time to time, the

                                        3

<PAGE>



Series may pay a part of the interest received with respect to the investment of
collateral to the borrower  and/or a third party that is not affiliated with the
Fund and is  acting as a  "placing  broker."  No fee will be paid to  affiliated
persons of the Fund.

By  lending  portfolio  securities,  the  Series  can  increase  its  income  by
continuing  to  receive  income on the  loaned  securities  as well as by either
investing  the  cash  collateral  in  permissible  investments,   such  as  U.S.
Government  securities,  or obtaining  yield in the form of interest paid by the
borrower  when  such  U.S.  Government  securities  or other  forms of  non-cash
collateral  are used as  security.  The Series will  comply  with the  following
conditions  whenever it loans  securities:  (i) the Series must receive at least
100%  collateral  from  the  borrower;  (ii)  the  borrower  must  increase  the
collateral  whenever the market value of the  securities  loaned rises above the
level of the collateral;  (iii) the Series must be able to terminate the loan at
any time; (iv) the Series must receive  reasonable  compensation with respect to
the loan,  as well as any  dividends,  interest  or other  distributions  on the
loaned  securities;  (v) the Series may pay only  reasonable  fees in connection
with the loan;  and (vi) voting rights on the loaned  securities may pass to the
borrower  except that, if the Fund has knowledge of a material  event  adversely
affecting the investment in the loaned  securities,  the Fund must terminate the
loan and regain the right to vote the securities.

REPURCHASE AGREEMENTS

The Series may enter into repurchase  agreements  with respect to a security.  A
repurchase  agreement is a transaction  by which the Series  acquires a security
and  simultaneously  commits to resell  that  security  to the seller (a bank or
securities  dealer),  and the seller commits to repurchase that security,  at an
agreed upon price on an agreed upon date. The resale price reflects the purchase
price plus an agreed  upon market rate of  interest  which is  unrelated  to the
coupon  rate or date of  maturity of the  purchased  security.  (In this type of
transaction, the securities purchased by the Series have a total value in excess
of the value of the repurchase agreement.) The Series requires at all times that
the repurchase agreement be collateralized by cash or U.S. Government securities
having a value equal to, or in excess of, the value of the repurchase agreement.
Such  agreements  permit  the  Series to keep all of its  assets  at work  while
retaining flexibility in pursuit of investments of a longer term nature.

The use of repurchase  agreements  involves certain risks.  For example,  if the
seller  of the  agreement  defaults  on its  obligation  to  provide  additional
collateral or to repurchase the  underlying  securities at a time when the value
of these  securities has declined,  the Series may incur a loss upon disposition
of them.  If the  seller of the  agreement  becomes  insolvent  and  subject  to
liquidation  or  reorganization  under  the  Bankruptcy  Code or other  laws,  a
bankruptcy court may determine that the underlying securities are collateral not
within  the  control  of the  Series  and are  therefore  subject to sale by the
trustee in bankruptcy. Even though the repurchase agreements may have maturities
of  seven  days or  less,  they may lack  liquidity,  especially  if the  issuer
encounters  financial  difficulties.  While Fund management  acknowledges  these
risks, it is expected that they can be controlled  through  stringent  selection
criteria and careful  monitoring  procedures.  Fund management  intends to limit
repurchase  agreements for the Series to transactions with dealers and financial
institutions  believed by Fund management to present minimal credit risks.  Fund
management will monitor  creditworthiness of the repurchase agreement sellers on
an ongoing basis.

The Series  will  enter  into  repurchase  agreements  only with  those  primary
reporting  dealers that report to the Federal  Reserve Bank of New York and with
the 100 largest United States  commercial  banks and the  underlying  securities
purchased  under the agreements  will consist only of those  securities in which
the Series otherwise may invest.

WHEN-ISSUED TRANSACTIONS

As stated in the Prospectus,  the Series may purchase portfolio  securities on a
when-issued basis.  When-issued  transactions involve a commitment by the Series
to purchase securities,  with payment and delivery  ("settlement") to take place
in the future, in order to secure what is considered to be an advantageous price
or yield at the time of entering into the transaction. The value of fixed-income
securities to be delivered in the future will  fluctuate as interest rates vary.
During the period between  purchase and settlement,  the value of the securities
will  fluctuate  and assets  consisting  of cash  and/or  marketable  securities
(normally short-term U.S. Government securities) marked to

                                        4

<PAGE>



market  daily in an amount  sufficient  to make  payment at  settlement  will be
segregated at our custodian in order to pay for the commitment.  There is a risk
that market yields available at settlement may be higher than yields obtained on
the purchase date which could result in  depreciation  of value of  fixed-income
when-issued securities.  At the time the Series makes the commitment to purchase
a security on a when-issued  basis,  it will record the  transaction and reflect
the liability for the purchase and the value of the security in determining  its
net asset value. The Series,  generally, has the ability to close out a purchase
obligation  on or before the  settlement  date rather than take  delivery of the
security.  Under no circumstance  will settlement for such securities take place
more than 120 days after the purchase date.

AVERAGE DURATION

The Series limits its average dollar weighted  portfolio  duration to a range of
between two years more than and two years less than the Lehman  Aggregate Index.
Since this index currently has a duration of 4.7 years,  this range currently is
between 2.7 years and 6.7 years.  However,  many of the  securities in which the
Series invests will have remaining durations in excess of 6.7 years.

Some of the securities in the Series'  portfolio may have periodic interest rate
adjustments  based  upon an index such as the 91-day  Treasury  Bill rate.  This
periodic  interest  rate  adjustment  tends  to  lessen  the  volatility  of the
security's  price.  With respect to securities  with an interest rate adjustment
period of one year or less, the Series will, when  determining  average-weighted
duration, treat such a security's maturity as the amount of time remaining until
the next interest rate adjustment.

Instruments such as GNMA, FNMA, FHLMC securities and similar  securities  backed
by amortizing  loans  generally  have shorter  effective  maturities  than their
stated maturities.  This is due to changes in amortization caused by demographic
and economic forces such as interest rate movements.  These effective maturities
are calculated based upon historical payment patterns and therefore have shorter
duration than would be implied by their stated final  maturity.  For purposes of
determining the Series' average maturity, the maturities of such securities will
be  calculated   based  upon  the  issuing   agency's   payment   factors  using
industry-accepted valuation models.

PORTFOLIO TURNOVER

The Series  portfolio  turnover rate for its first year of operation is expected
to be  within a range of 100% - 1,000%.  As  discussed  above,  the  Series  may
purchase  securities on a when-issued  basis with settlement  taking place after
the  purchase  date  (without  amortizing  any  premiums).  If  this  investment
technique is used, it is expected to contribute  significantly  to the portfolio
turnover rates.  However,  it will have little or no transaction cost or adverse
tax consequences.  Transaction costs normally will exclude brokerage because the
Series' fixed-income portfolio transactions are usually on a principal basis and
any markups charged normally will be more than offset by the beneficial economic
consequences  anticipated  at the time of purchase or no purchase  will be made.
Generally,  short-term losses on short-term U.S. Government securities purchased
under this investment  technique tend to offset any short-term gains due to such
high portfolio turnover.






                                       2.
                              Trustees and Officers

The following trustees are partners of Lord Abbett, The General Motors Building,
767 Fifth Avenue, New York, New York 10153-0203.  They have been associated with
Lord Abbett for over five years and are also an  officers  and/or  directors  or
trustees of the twelve other Lord  Abbett-sponsored  funds. They are "interested
persons" as

                                        5

<PAGE>



defined in the Act, and as such, may be considered to have an indirect financial
interest in the Rule 12b-1 Plan described in the Prospectus.

Robert S. Dow, age 52, Chairman and President
E. Wayne Nordberg, age 59, Vice President

         The following  outside  trustees are also  directors or trustees of the
twelve other Lord Abbett-sponsored funds referred to above.

E. Thayer Bigelow
Courtroom Television Network
600 Third Avenue
New York, New York

Chief Executive Officer of Courtroom Television Network.  Formerly President
and Chief Executive Officer of Time Warner Cable Programming, Inc. Prior to that
,President and Chief Operating Officer of Home Box Office, Inc.
Age 56.

Stewart S. Dixon
Wildman, Harrold, Allen & Dixon
225 W. Wacker Drive (Suite 2800)
Chicago, Illinois

Partner in the law firm of Wildman, Harrold, Allen & Dixon. Age 66.

John C. Jansing
162 S. Beach Road
Hobe Sound, Florida

Retired.  Former Chairman of Independent Election Corporation of America, a
proxy tabulating firm.  Age 71.

C. Alan MacDonald
The Marketing Partnership, Inc.
27 Signal Road
Stamford, Connecticut

General Partner,   Managing Director of Directorship Inc.  Formerly Chairman and
Chief Executive Officer of Lincoln Foods, Inc., manufacturer of branded snack
foods (1992-1994).  Formerly President and Chief Executive Officer of Nestle
Foods Corporation, and prior to that, President and Chief Executive Officer of
Stouffer Foods Corp., both subsidiaries of Nestle S.A. (Switzerland). Currently
serves as Director of Den West Restaurant Co., J.B. Williams, and
Fountainhead Water Company.  Age 64.

Hansel B. Millican, Jr.
Rochester Button Company
1100 Noblin Avenue
South Boston, Virginia

President and Chief Executive Officer of Rochester Button Company.  Age 69.

Thomas J. Neff
Spencer Stuart U.S.
277 Park Avenue

                                        6

<PAGE>



New York, New York

Chairman of Spencer Stuart U.S., an executive search consulting firm. Age 59.

The second column of the following table sets forth the compensation accrued for
the Fund's  outside  trustees.  The third  column  sets forth  information  with
respect to the equity-based  benefits accrued for outside  directors/trustees by
the Lord  Abbett-sponsored  funds.  The  fourth  column  sets  forth  the  total
compensation payable by such funds to the outside directors/trustees. No trustee
of the Fund  associated with Lord Abbett and no officer of the Fund received any
compensation from the Fund for acting as a trustee or officer.

<TABLE>
<CAPTION>

                                   For the Fiscal Year Ended November 30, 1996

   (1)                                  (2)                            (3)                       (4)

                                                                                             For Year Ended
                                                                       Equity-Based          December 31, 1996
                                                                       Benefits Accrued      Total Compensation
                                    Aggregate                          by each Fund and      Accrued by each Fund and
                                    Compensation                       Nine Other Lord       Twelve Other Lord
                                    Accrued by                         Abbett-sponsored      Abbett-sponsored
Name of Director                    the Fund1                          Funds2                Funds3


<S>                                 <C>                                <C>                       <C>
E. Thayer Bigelow                   $10,590                            $11,563                   $48,200
Stewart S. Dixon                    $10,314                            $22,283                   $46,700
John C. Jansing                     $10,371                            $28,242                   $46,700
C. Alan MacDonald                   $10,649                            $29,942                   $48,200
Hansel B. Millican, Jr.             $10,970                            $24,499                   $49,600
Thomas J. Neff                      $10,348                            $15,990                   $46,900

<FN>

1. Outside  trustees  fees,  including  attendance  fees for board and committee
meetings,  are  allocated  among all Lord  Abbett-sponsored  funds  based on net
assets of each fund.  A portion of the fees  payable by the Fund to its  outside
trustees are being deferred  under a plan that deems the deferred  amounts to be
invested in shares of the Fund for later  distribution  to the  trustees so that
each director's compensation depends in part on the performance of the Fund. The
amounts of the  aggregate  compensation  payable by the Fund as of November  30,
1996, deemed invested in Fund shares, including dividends reinvested and changes
in net asset value  applicable to such deemed  investments,  were: Mr.  Bigelow,
$27,143; Mr. Dixon, $101,138; Mr. Jansing, $125,269; Mr. MacDonald, $80,318; Mr.
Millican,  $126,245 and Mr. Neff,  $125,238.  If the amounts deemed  invested in
Fund shares were added to each  director's  actual holdings of Fund shares as of
November 30, 1996, each would own, the following: Mr. Bigelow, 4,027 shares; Mr.
Dixon, 4,154 shares; Mr. Jansing,  8,292; Mr. MacDonald,  213,982; Mr. Millican,
54,834; Mr. Neff, 5,892 shares.

2. The amounts in column 3 were accrued by the Lord  Abbett-sponsored  funds for
the twelve months ended November 30, 1996 with respect to the equity-based plans
as in effect before the amendments and on the fees payable to outside  directors
of the Fund for the twelve  months ended  November 30, 1996.  In addition to the
equity- based plans described in footnote one, each Lord  Abbett-sponsored  fund
has had a retirement  plan. The  retirement  plans and the  equity-based  plans,
however,  were amended recently to, among other things, enable outside directors
to elect to convert  their accrued  prospective  benefits  under the  retirement
plans to amounts deemed  invested in Fund shares under the  equity-based  plans.
Five of the six  outside  directors  made  such an  election  and thus  will not
receive  retainers under the retirement plan. Under the recent  amendments,  the
annual retainer was increased to $50,000 and the annual retirement benefits were
increased from 80% to 100% of a director's final annual  retainer.  Thus, if Mr.
Jansing were to retire at or after age 72 and the annual retainer payable by the
funds were the same as it is today, he would receive annual retirement  benefits
for life of $50,000.  Each  retirement  plan also provides for a  pre-retirement
death benefit and actuarially reduced joint-and-survivor spousal benefits.

3.  This  column  shows  aggregate  compensation,  including  trustees  fees and
attendance  fees for board and committee  meetings,  of a nature  referred to in
footnote one, accrued by the Lord  Abbett-sponsored  funds during the year ended
December 31, 1996.
</FN>
</TABLE>

Except where indicated,  the following  executive officers of the Fund have been
associated  with Lord  Abbett for over five  years.  Of the  following,  Messrs.
Allen, Brown, Carper, Ms. Foster, Messrs. Hilstad,  Morris, Noelke, Nordberg and
Walsh are partners of Lord Abbett; the others are employees;  Robert Gerber, age
43,Executive Vice President; Paul A. Hilstad, age 55(with Lord Abbett since

                                        7

<PAGE>



1995 - formerly  Senior Vice President and General  Counsel of American  Capital
Management & Research,  Inc.),  Vice President and Secretary;  Stephen I. Allen,
age 44; Zane E. Brown, age 46; Daniel E. Carper,  age 45; Daria Foster,  age 43;
Lawrence H. Kaplan,  age 40; Robert G. Morris, Age 53; Robert Noelke, age 40; E.
Wayne  Nordberg,  age 59; Thomas F. Konop,  age 55;Robert G. Morris,  age 52; A.
Edward Oberhaus,  age 37; John J. Walsh,  age 61, Vice Presidents;  and Keith F.
O'Connor, age 42, Vice President and Treasurer.

The Fund  does not hold  annual  meetings  of  shareholders  unless  one or more
matters are  required to be acted on by  shareholders  under the Act.  Under the
Fund's Declaration of Trust,  shareholder  meetings may be called at any time by
certain  officers  of the  Fund or by a  majority  of the  trustees  (i) for the
purpose of taking action upon any matter  requiring the vote or authority of the
Fund's shareholders or upon other matters deemed to be necessary or desirable or
(ii) upon the  written  request of the  holders of at least  one-quarter  of the
shares of the Series outstanding and entitled to vote at the meeting.


                                       3.
                     Investment Advisory and Other Services

As described under "Our Management" in the Prospectus, Lord Abbett is the Fund's
investment manager.  Ten of the twelve general partners of Lord Abbett, all of
whom are officers and/or directors of the Fund, are: Stephen I. Allen, Zane E.
Brown, Daniel E. Carper,  Robert S. Dow, Daria L. Foster, Paul A. Hilstad,
Robert G. Morris, Robert J. Noelke, E. Wayne Nordberg and John J. Walsh.  The
other general partners of Lord Abbett who are neither officers nor directors of
the Fund are W. Thomas Hudson and Michael McLaughlin.  The address of each
partner is The General Motors Building, 767 Fifth Avenue, New York,
New York  10153-0203.

The services  performed by Lord Abbett are described  under "Our  Management" in
the  Prospectus.  Under the Management  Agreement,  we are obligated to pay Lord
Abbett a monthly fee,  based on average daily net assets for each month,  at the
annual rate of .50 of 1%.

The Series  pays all of its  expenses  not  expressly  assumed  by Lord  Abbett,
including,  without  limitation,  12b-1  expenses,  outside  trustees'  fees and
expenses, association membership dues, legal and audit fees, taxes, transfer and
dividend disbursing agent fees,  shareholder  servicing costs, expenses relating
to  shareholder  meetings,  expenses of  preparing,  printing and mailing  share
certificates and shareholder  reports,  expenses of registering our shares under
federal and state securities laws,  expenses of preparing,  printing and mailing
prospectuses  to existing  shareholders,  insurance  premiums and  brokerage and
other expenses connected with executing portfolio transactions.

Although  not  obligated  to do so,  Lord  Abbett  may  waive all or part of its
management fees and or may assume other expenses of the Series.

Deloitte & Touche LLP, Two World Financial Center, New York, New York 10281, are
the  independent  public  accountants  of the Fund and must be approved at least
annually by our  trustees to  continue in such  capacity.  Deloitte & Touche LLP
perform  audit  services for the Fund  including  the  examination  of financial
statements included in our annual report to shareholders.

Bank of New York, 40 Wall Street, New York, New York, is the Fund's custodian.

                                       4.
                             Portfolio Transactions

It is expected that  purchases and sales of the Series'  fixed-income  portfolio
securities  usually will be principal  transactions and normally such securities
will be  purchased  directly  from the issuer or from an  underwriter  or market
maker for the  securities.  Therefore,  the Series usually will pay no brokerage
commissions  for  such  purchases.  Purchases  from  underwriters  of  portfolio
securities  will include a commission  or  concession  paid by the issuer to the
underwriter  and purchases from dealers  serving as market makers will include a
dealer's  markup.   Principal   transactions,   including   riskless   principal
transactions,  are not afforded the  protection of the safe harbor in Section 28
(e) of the Securities Exchange Act of 1934.


                                        8

<PAGE>



The  Series'  policy  is to have  purchases  and sales of  portfolio  securities
executed at most  favorable  prices,  considering  all costs of the  transaction
including  brokerage  commissions  and dealer markups and markdowns,  consistent
with  obtaining  best  execution,  except to the extent that we may pay a higher
commission rate as described below. This policy governs the selection of brokers
or dealers and the market in which the  transaction  is executed.  To the extent
permitted by law, we may, if  considered  advantageous,  make a purchase from or
sale to another  Lord  Abbett-sponsored  fund  without the  intervention  of any
dealer.

Broker-dealers  are selected on the basis of their  professional  capability and
the value and quality of their brokerage and research  services.  Normally,  the
selection is made by traders who are officers of the Fund and also are employees
of Lord  Abbett.  These  traders do the  trading as well for other  accounts  --
investment  companies  (of which they are also  officers)  and other  investment
clients -- managed by Lord Abbett.  They are  responsible for the negotiation of
prices and any commissions.

We may pay a brokerage  commission  on the  purchase or sale of a security  that
could  be  purchased  from or  sold to a  market  maker  if our net  cost of the
purchase or the net  proceeds to us of the sale are at least as  favorable as we
could obtain on a direct purchase or sale.  Brokers who receive such commissions
may also  provide  research  services  at least some of which are useful to Lord
Abbett  in their  overall  responsibilities  with  respect  to us and the  other
accounts they manage.  Research includes trading equipment and computer software
packages, acquired from third-party suppliers, that enable Lord Abbett to access
various information bases and may include the furnishing of analyses and reports
concerning  issuers,  industries,   securities,  economic  factors  and  trends,
portfolio strategy and the performance of accounts. Such services may be used by
Lord Abbett in servicing all their  accounts,  and not all of such services will
necessarily  be used by Lord Abbett in connection  with their  management of the
Fund; conversely,  such services furnished in connection with brokerage on other
accounts  managed by Lord Abbett may be used in connection with their management
of the  Fund,  and not all of such  services  will  necessarily  be used by Lord
Abbett in connection  with their advisory  services to such other  accounts.  We
have been advised by Lord Abbett that  research  services  received from brokers
cannot be allocated to any  particular  account,  are not a substitute  for Lord
Abbett's  services but are  supplemental  to their own research effort and, when
utilized,  are subject to internal  analysis  before being  incorporated by Lord
Abbett into their investment  process.  As a practical  matter,  it would not be
possible for Lord Abbett to generate all of the information  presently  provided
by brokers.  While  receipt of research  services from  brokerage  firms has not
reduced Lord Abbett's  normal research  activities,  the expenses of Lord Abbett
could be  materially  increased  if it  attempted  to generate  such  additional
information  through its own staff and  purchased  such  equipment  and software
packages directly from the suppliers.

No commitments  are made  regarding the  allocation of brokerage  business to or
among brokers, and trades are executed only when they are dictated by investment
decisions of the Fund to purchase or sell portfolio securities.

If two or more  broker-dealers are considered capable of offering the equivalent
likelihood of best execution,  the  broker-dealer who has sold our shares and/or
shares of other Lord Abbett-sponsored funds may be preferred.

If other  clients of Lord Abbett buy or sell the same  security at the same time
as we do, transactions will, to the extent  practicable,  be allocated among all
participating  accounts  in  proportion  to the amount of each order and will be
executed  daily until filled so that each account  shares the average  price and
commission  cost of each day.  Other  clients  who direct  that their  brokerage
business be placed with  specific  brokers or who invest  through wrap  accounts
introduced to Lord Abbett by certain brokers may not participate  with us in the
buying and selling of the same  securities as described  above. If these clients
wish to buy or sell the same security as we do, they may have their transactions
executed at times different from our  transactions  and thus may not receive the
same price or incur the same commission cost as we do.

We will not seek  "reciprocal"  dealer  business  (for the  purpose of  applying
commissions  in whole or in part for our benefit or  otherwise)  from dealers as
consideration for the direction to them of portfolio business.



                                        9

<PAGE>



                                       5.
                             Purchases, Redemptions
                            and Shareholder Services

Securities in the Series'  portfolio are valued at their market values as of the
close of the NYSE. Market value will be determined as follows: securities listed
or admitted to trading privileges on any national securities exchange are valued
at the last  sales  price on the  principal  securities  exchange  on which such
securities  are traded or, if there is no sale, at the mean between the last bid
and  asked  prices  on  such  exchange  or,  in  the  case  of  bonds,   in  the
over-the-counter  market if, in the judgment of the Fund's officers, that market
more accurately  reflects the market value of the bonds.  Securities traded only
in the over-the-counter  market are valued at the mean between the bid and asked
prices, except that securities admitted to trading on the NASDAQ National Market
System  are  valued  at the  last  sales  price.  Securities  for  which  market
quotations are not available are valued at fair value under procedures  approved
by the Board of Trustees.

With  respect to the foreign  assets of the Series,  all assets and  liabilities
expressed in foreign  currencies will be converted into United States dollars at
the mean between the buying and selling rates of such currencies  against United
States  dollars  last  quoted  by any major  bank.  If such  quotations  are not
available,  the rate of exchange will be determined in accordance  with policies
established  by the Board of  Trustees of the Fund.  The Board of Trustees  will
monitor, on an ongoing basis, the Fund's method of valuation.

Information  concerning  how we value our shares for the purchase and redemption
of  our  shares  is  described  in  the   Prospectus   under   "Purchases"   and
"Redemptions," respectively.

As  disclosed  in the  Prospectus,  we  calculate  our net  asset  value and are
otherwise  open for  business  on each day  that  the New  York  Stock  Exchange
("NYSE") is open for trading.  The NYSE is closed on  Saturdays  and Sundays and
the  following  holidays  --  New  Year's  Day,  Martin  Luther  King  Jr.  Day,
Presidents'  Day,  Good  Friday,  Memorial  Day,  Independence  Day,  Labor Day,
Thanksgiving and Christmas.

The  offering  price of Class Y shares of the Series  for the  period  indicated
below were computed as follows:

                                December 12, 1997
                              Strategic Core Series



Net asset value per share (net assets divided
  by shares outstanding).................................$10.00



EXCHANGES.  The Prospectus briefly describes the Telephone  Exchange  Privilege.
You  may   exchange   some  or  all  of  your  shares  for  those  of  (i)  Lord
Abbett-sponsored  funds  currently  offered  to the public  with a sales  charge
(front-end,  back-end or level), or (ii) Lord Abbett U.S. Government  Securities
Money Market Fund,  the  ('GSMMF").  You should read the prospectus of the other
fund before exchanging. In establishing a new account by exchange, shares of the
Fund being  exchanged  must have a value equal to at least the  minimum  initial
investment required for the fund into which the exchange is made.

Shareholders  in other  Lord  Abbett-sponsored  funds  have  the  same  right to
exchange  their  shares  for the  corresponding  class  of the  Series'  shares.
Exchanges  are based on relative  net asset values on the day  instructions  are
received by the Fund in Kansas City if the  instructions  are received  prior to
the close of the NYSE in proper form. No sales charges are imposed except in the
case of exchanges  out of GSMMF (unless a sales charge  (front-end,  back-end or
level) was paid on the  initial  investment  in a Lord Abbett  sponsored  fund).
Exercise of the exchange  privilege will be treated as a sale for federal income
tax  purposes,  and,  depending  on the  circumstances,  a gain or  loss  may be
recognized. In the case of an exchange of shares that have been held for 90 days
or less where no sales charge is payable on the  exchange,  the  original  sales
charge incurred with respect to the exchanged shares will be

                                       10

<PAGE>



taken  into  account in  determining  gain or loss on the  exchange  only to the
extent such charge  exceeds the sales charge that would have been payable on the
acquired  shares had they been  acquired for cash rather than by  exchange.  The
portion of the original sales charge not so taken into account will increase the
basis of the acquired shares.

Shareholders have the exchange  privilege unless they refuse it in writing.  You
should  not view the  exchange  privilege  as a means for  taking  advantage  of
short-term swings in the market,  and we reserve the right to terminate or limit
the privilege of any shareholder who makes frequent exchanges.  We can revoke or
modify the privilege for all shareholders upon 60 days' prior notice.  "Eligible
Funds" are and other Lord  Abbett-sponsored  funds  which are  eligible  for the
exchange  privilege,  except Lord Abbett Series Fund  ("LASF")  which offers its
shares only in connection with certain variable annuity  contracts,  Lord Abbett
Equity Fund ("LAEF") which is not issuing shares,  and any series of Lord Abbett
Research Fund not offered to the general public ("LARF").

REDEMPTIONS.  A  redemption  order is in proper form when it contains all of the
information and  documentation  required by the order form or  supplementally by
Lord Abbett Distributor or the Fund to carry out the order. The signature(s) and
any legal capacity of the signer(s) must be guaranteed by an eligible guarantor.
See the Prospectus for expedited redemption procedures.

The right to redeem and receive payment, as described in the Prospectus,  may be
suspended if the NYSE is closed  (except for  weekends or  customary  holidays),
trading on the NYSE is  restricted  or the  Securities  and Exchange  Commission
deems an emergency to exist.

Our Board of  Trustees  may  authorize  redemption  of all of the  shares in any
account  in which  there are  fewer  than 25  shares.  Before  authorizing  such
redemption, the Board must determine that it is in our economic best interest or
necessary  to  reduce   disproportionately   burdensome  expenses  in  servicing
shareholder  accounts.  At least 30 days'  prior  written  notice  will be given
before any such redemption,  during which time shareholders may avoid redemption
by bringing their accounts up to the minimum set by the Board.


                                       6.
                                   Performance

The Series  computes the average annual  compounded rate of total return for its
Class Y shares  during  specified  periods that would equate the initial  amount
invested to the ending  redeemable value of such investment by adding one to the
computed  average  annual total return,  raising the sum to a power equal to the
number of years covered by the computation and multiplying the result by $1,000,
which  represents a hypothetical  initial  investment.  The calculation  assumes
deduction  of no sales  charge (as  described  in the next  paragraph)  from the
amount  invested and  reinvestment  of all income  dividends  and capital  gains
distributions  on  the  reinvestment  dates  at  net  asset  value.  The  ending
redeemable  value is determined by assuming a complete  redemption at the end of
the period(s) covered by the average annual total return computation.

In calculating total returns for Class Y shares, no sales charge with respect to
the Series (as a percentage of the offering  price) is deducted from the initial
investment . Total  returns  also assume that all  dividends  and capital  gains
distributions during the period are reinvested at net asset value per share, and
that the investment is redeemed at the end of the period.

The Series'  yield  quotation  is based on a 30-day  period ended on a specified
date, computed by dividing our net investment income per share earned during the
period by our net asset value per share on the last day of the  period.  This is
determined by finding the  following  quotient:  take the Series'  dividends and
interest earned during the period minus its expenses  accrued for the period and
divide  by the  product  of (i)  the  average  daily  number  of  Series  shares
outstanding  during the period that were entitled to receive  dividends and (ii)
the Series'  net asset  value per share on the last day of the  period.  To this
quotient  add one.  This sum is  multiplied  by itself five  times.  Then one is
subtracted  from  the  product  of  the  multiplication  and  the  remainder  is
multiplied by two. Yield for the Class Y shares is shown based on the Fund's net
asset value per share.

It is important to remember that any figures  developed using the formulas above
represent past  performance  and an investor should be aware that the investment
return and principal  value of the Series  investment  will fluctuate so that an
investor's shares, when

                                       11

<PAGE>



redeemed,  may be worth more or less than their original cost. Therefore,  there
is no assurance that this performance will be repeated in the future.

                                       7.
                                      Taxes

The value of any shares  redeemed,  repurchased or otherwise sold may be more or
less than your tax basis in the shares at the time the redemption, repurchase or
sale is made.  Any gain or loss generally will be taxable for federal income tax
purposes.  Any loss  realized on the sale,  redemption  or  repurchase of Series
shares  which you have held for six months or less will be treated  for  federal
income  tax  purposes  as  a  long-term  capital  loss  to  the  extent  of  any
distribution  designated by the Fund as a "capital gains distribution" which you
received  with respect to such shares.  Losses on the sale of Series  shares are
not deductible if, within a period beginning 30 days before the date of the sale
and ending 30 days after the date of the sale,  the taxpayer  acquires  stock or
securities that are substantially identical.

The Series will be subject to a 4%  nondeductible  excise tax on certain amounts
not distributed  (and not treated as having been  distributed) on a timely basis
in accordance with a calendar year distribution requirement.  The Series intends
to  distribute  to  shareholders  each  year an  amount  adequate  to avoid  the
imposition of such excise tax. Dividends paid by the Series will qualify for the
dividends-received  deduction  for  corporations  to the  extent  that  they are
derived from dividends paid by domestic corporations.

As described in the Prospectus  under "Risk  Factors," the Series may be subject
to foreign  withholding  taxes which would reduce the yield on its  investments.
Tax  treaties  between  certain  countries  and the United  States may reduce or
eliminate such taxes. It is expected that Series shareholders who are subject to
United States  federal income tax will be entitled to claim a federal income tax
credit or deduction for foreign income taxes paid by the Series.

Gains and losses realized by the Series on certain transactions, including sales
of foreign debt securities and certain transactions  involving foreign currency,
will be treated as ordinary  income or loss for federal  income tax  purposes to
the extent,  if any,  that such gains or losses are  attributable  to changes in
exchange rates for foreign  currencies.  Accordingly,  distributions  taxable as
ordinary  income will include the net amount,  if any, of such foreign  exchange
gains and will be reduced by the net amount,  if any, of such  foreign  exchange
losses.

The  foregoing  discussion  relates  solely to U.S.  federal  income  tax law as
applicable to United States  persons  (United  States  citizens or residents and
United States domestic  corporations,  partnerships,  trusts and estates).  Each
shareholder  who is not a United States  person  should  consult his tax adviser
regarding  the U.S. and foreign tax  consequences  of the ownership of shares of
the Series, including a 30% (or lower treaty rate) United States withholding tax
on dividends  representing  ordinary income and net short-term capital gains and
the  applicability  of United States gift and estate taxes to non-United  States
persons who own Series shares.


                                       8.
                           Information About the Fund

SHAREHOLDER  LIABILITY.  Delaware law provides that Fund  shareholders  shall be
entitled to the same limitations of personal  liability extended to shareholders
of private  corporations  for profit.  The courts of some states,  however,  may
decline to apply  Delaware law on this point.  The Fund's  Declaration  of Trust
contains  an  express   disclaimer  of  shareholder   liability  for  the  acts,
obligations, or affairs of the Fund or any series and requires that a disclaimer
be given in each contract  entered into or executed by the Fund. The Declaration
provides for  indemnification  out of the Fund's  property of any shareholder or
former shareholder held personally liable for the obligations of the Fund. Thus,
the risk of a shareholder  incurring  financial  loss on account of  shareholder
liability is limited to  circumstances  in which Delaware law does not apply, no
contractual limitation of liability was in effect and the portfolio is unable to
meet its obligations.  Lord Abbett believes that, in view of the above, the risk
of personal liability to shareholders is extremely remote.


                                       12

<PAGE>


GENERAL.  The assets of the Fund received for the issue or sale of the shares of
each Series and all income,  earnings,  profits,  and proceeds thereof,  subject
only to the rights of creditors,  are especially  allocated to each Series,  and
constitute the underlying  assets of such Series.  The underlying assets of each
Series are  recorded on the books of account of the Fund,  and are to be charged
with the liabilities with respect to such Series and with a share of the general
expenses of the Fund. Expenses with respect to the Fund are to be allocated in a
manner and on a basis  (generally in proportion to relative  assets) deemed fair
and equitable by the trustees. In the event of the dissolution or liquidation of
the Fund,  the holders of the shares of each Series are entitled to receive as a
class the underlying assets of such Series available for distribution.

Under the Fund's  Declaration of Trust, the trustees may, upon shareholder vote,
cause  the  Fund to  merge  or  consolidate  into,  or sell  and  convey  all or
substantially  all of,  the  assets  of the  Fund or any  Series  to one or more
trusts,  partnerships  or  corporations,  so long as the surviving  entity is an
open-end management investment company that will succeed to or assume the Fund's
registration statement. In addition, the trustees may, without shareholder vote,
cause the Fund to be incorporated under Delaware law.

Derivative  actions on behalf of the Fund or any  Series may be brought  only by
shareholders owning not less than 50% of the then outstanding shares of the Fund
or any Series, as applicable.

The  directors,  trustees and officers of Lord  Abbett-sponsored  mutual  funds,
together  with the partners  and  employees  of Lord  Abbett,  are  permitted to
purchase and sell securities for their personal  investment account. In engaging
in  personal  securities  transactions,  however,  such  persons  are subject to
requirements  and  restrictions  contained  in the Fund's  Code of Ethics  which
complies,  in  substance,  with each of the  recommendations  of the  Investment
Company Institute's  Advisory Group on Personal  Investing.  Among other things,
the Code  requires  that Lord  Abbett  partners  and  employees  obtain  advance
approval before buying or selling securities, submit confirmations and quarterly
transaction  reports,  and obtain  approval  before  becoming a director  of any
company;  and it prohibits  such persons from investing in a security seven days
before  or after  any Lord  Abbett-  sponsored  fund  trades  in such  security,
profiting  from  trades  of the same  security  within  60 days and  trading  on
material  non-public  information.  The Code imposes  similar  requirements  and
restrictions on the independent  Trustees of the Fund to the extent contemplated
by the recommendations of such Advisory Group.


                                       9.
                              Financial Statements

The financial  statements  for fiscal year ended  November 30, 1996 and the half
year ended May 31,  1997 and the report of  Deloitte & Touche  LLP,  independent
public accountants,  on such annual financial  statements  contained in the 1996
Annual  Report  to  Shareholders  of  the  Lord  Abbett   Investment  Trust  are
incorporated  herein by reference  to such  financial  statements  and report in
reliance  upon the authority of Deloitte & Touche LLP as experts in auditing and
accounting.

                                       13

<PAGE>



PART C            OTHER INFORMATION

Item 24.          FINANCIAL STATEMENTS AND EXHIBITS

                  (a)    Financial Statements
                         Part A - Financial  Highlights for the period  November
                         4, 1993  (commencement of operations - Limited Duration
                         Government  Series) to October  31, 1994 and the fiscal
                         years  ended  October  31,  1995 and 1996;  the  period
                         December  27,  1994   (commencement   of  operations  -
                         Balanced  Series)  to October  31,  1995 and the fiscal
                         year ended October 31, 1996.

                         Part B - Statement  of Net Assets at October 31,  1996.
                         Statement of Operations  for the year ended October 31,
                         1996.

                  (b)    Exhibits -

                         99.B1       Form (11/7/97) of Amendment to Declaration
                                     of Trust*
                         99.B5       Form of Addendum to Management Agreemenet
                                     between Lord Abbett Investment Trust and
                                     Lord Abbett & Co.*
                         99.B18      Form (11/7/97) of Plan entered into by
                                     registrant to Rule 18f-3.*

                         *           Filed herewith.

                  Exhibit items not listed above have either  already been filed
                  or are not applicable.


Item 25.          PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT

                  None.


Item 26.          NUMBER OF RECORD HOLDERS OF SECURITIES
                  (as of October 31, 1997)


                  U.S. Government Securities               86,613  -(Class A)
                                                              448  -(Class B)
                                                            5,015  -(Class C)

                  Limited Duration Government                 196-  (Class A)
                                                              185-  (Class C)

                  Balanced                                    822  -(Class A)
                                                              908-  (Class C)

Item 27.          INDEMNIFICATION

                  The Registrant is a Delaware  Business Trust established under
                  Chapter 38 of Title 12 of the Delaware Code. The  Registrant's
                  Declaration and Instrument of Trust at Section 4.3 relating to
                  indemnification  of  Trustees,   officers,   etc.  states  the
                  following.

                  The Trust  shall  indemnify  each of its  Trustees,  officers,
                  employees and agents  (including  any individual who serves at
                  its request as director, officer, partner, trustee or the like
                  of  another  organization  in which it has any  interest  as a
                  shareholder,  creditor or otherwise)  against all  liabilities
                  and  expenses,  including  but not limited to amounts  paid in
                  satisfaction  of  judgments,  in  compromise  or as fines  and
                  penalties,  and counsel fees reasonably incurred by him or her
                  in connection  with the defense or  disposition of any action,
                  suit or other proceeding, whether civil or criminal,

                                                         1

<PAGE>



                  before  any court or  administrative  or  legislative  body in
                  which he or she may be or may have been involved as a party or
                  otherwise  or with  which  he or she may be or may  have  been
                  threatened, while acting as Trustee or as an officer, employee
                  or agent of the Trust or the Trustees,  as the case may be, or
                  thereafter,  by reason of his or her being or having been such
                  a Trustee,  officer, employee or agent, except with respect to
                  any matter as to which he or she shall  have been  adjudicated
                  not to have acted in good faith in the reasonable  belief that
                  his or her  action was in the best  interests  of the Trust or
                  any Series  thereof.  Notwithstanding  anything  herein to the
                  contrary,   if   any   matter   which   is  the   subject   of
                  indemnification  hereunder  relates  only to one Series (or to
                  more than one but not all of the  Series of the  Trust),  then
                  the  indemnity  shall be paid  only out of the  assets  of the
                  affected Series. No individual shall be indemnified  hereunder
                  against any  liability  to the Trust or any Series  thereof or
                  the Shareholders by reason of willful misfeasance,  bad faith,
                  gross negligence or reckless dis regard of the duties involved
                  in the  conduct of his or her  office.  In  addition,  no such
                  indemnity  shall  be  provided  with  respect  to  any  matter
                  disposed  of by  settlement  or a  compromise  payment by such
                  Trustee,  officer,  employee  or agent,  pursuant to a consent
                  decree or otherwise,  either for said payment or for any other
                  expenses  unless  there  has been a  determination  that  such
                  compromise  is in the  best  interests  of the  Trust  or,  if
                  appropriate,  of any  affected  Series  thereof  and that such
                  Person  appears to have acted in good faith in the  reasonable
                  belief that his or her action was in the best interests of the
                  Trust or, if appropriate,  of any affected Series thereof, and
                  did not  engage  in  willful  misfeasance,  bad  faith,  gross
                  negligence or reckless disregard of the duties involved in the
                  conduct  of his or her  office.  All  determinations  that the
                  applicable   standards   of   conduct   have   been   met  for
                  indemnification hereunder shall be made by (a) a majority vote
                  of a quorum  consisting of disinterested  Trustees who are not
                  parties to the proceeding relating to indemnification,  or (b)
                  if such a quorum is not obtainable or, even if obtainable,  if
                  a majority  vote of such  quorum so  directs,  by  independent
                  legal  counsel  in  a  written  opinion,  or  (c)  a  vote  of
                  Shareholders (excluding Shares owned of record or beneficially
                  by such individual).  In addition, unless a matter is disposed
                  of with a court  determination  (i) on the  merits  that  such
                  Trustee,  officer,  employee  or agent was not  liable or (ii)
                  that such  Person was not guilty of willful  misfeasance,  bad
                  faith,  gross  negligence or reckless  disregard of the duties
                  involved   in  the   conduct   of  his  or  her   office,   no
                  indemnification  shall be provided  hereunder unless there has
                  been a determination by independent legal counsel in a written
                  opinion   that  such   Person   did  not   engage  in  willful
                  misfeasance, bad faith, gross negligence or reckless disregard
                  of the duties involved in the conduct of his or her office.

                  The Trustees  may make  advance  payments out of the assets of
                  the  Trust  or,  if  appropriate,  of the  affected  Series in
                  connection  with the  expense of  defending  any  action  with
                  respect to which  indemnification  might be sought  under this
                  Section 4.3. The  indemnified  Trustee,  officer,  employee or
                  agent shall give a written  undertaking to reimburse the Trust
                  or the Series in the event it is subsequently  determined that
                  he or she is not entitled to such  indemnification and (a) the
                  indemnified Trustee,  officer, employee or agent shall provide
                  security  for his or her  undertaking,  (b) the Trust shall be
                  insured  against losses arising by reason of lawful  advances,
                  or (c) a majority of a quorum of disinterested  Trustees or an
                  independent   legal   counsel  in  a  written   opinion  shall
                  determine,  based on a review of readily  available  facts (as
                  opposed to a full trial-type inquiry), that there is reason to
                  believe that the indemnitee  ultimately will be found entitled
                  to  indemnification.  The  rights  accruing  to  any  Trustee,
                  officer, employee or agent under

                                        2

<PAGE>



                  these provisions shall not exclude any other right to which he
                  or she may be lawfully entitled and shall inure to the benefit
                  of his or her heirs, executors,  administrators or other legal
                  representatives.

                  Insofar as  indemnification  for  liability  arising under the
                  Securities Act of 1933 may be permitted to Trustees,  officers
                  and  controlling  persons of the  Registrant  pursuant  to the
                  foregoing  provisions,  or otherwise,  the Registrant has been
                  advised  that in the opinion of the  Securities  and  Exchange
                  Commission  such  indemnification  is against public policy as
                  expressed in the Act and is, therefore,  unenforceable. In the
                  event   that  a  claim  for   indemnification   against   such
                  liabilities  (other  than the  payment  by the  Registrant  of
                  expense incurred or paid by a Trustee,  officer or controlling
                  person of the  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,  the 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 Act and will be
                  governed by the final adjudication of such issue.


Item 28.          BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER

                  Lord, Abbett & Co. acts as investment manager and/or principal
                  underwriter for twelve other Lord Abbett  open-end  investment
                  companies (of which it is principal underwriter for thirteen),
                  and as  investment  adviser  to  approximately  5,700  private
                  accounts.  Other than  acting as Trustees  (directors)  and/or
                  officers of  open-end  investment  companies  managed by Lord,
                  Abbett & Co.,  none of Lord,  Abbett & Co.'s  partners has, in
                  the past two  fiscal  years,  engaged  in any other  business,
                  profession, vocation or employment of a substantial nature for
                  his own  account  or in the  capacity  of  director,  officer,
                  employee, partner or trustee of any entity except as follows:

                  John J. Walsh
                  Trustee
                  Brooklyn Hospital
                  Parkside Avenue
                  Brooklyn, N.Y.


Item 29.          PRINCIPAL UNDERWRITER

                  (a) Lord Abbett Affiliated Fund, Inc.
                      Lord Abbett Bond-Debenture Fund, Inc.
                      Lord Abbett Mid-Cap Value Fund, Inc.
                      Lord Abbett Developing Growth Fund, Inc.
                      Lord Abbett Tax-Free Income Fund, Inc.
                      Lord Abbett Government Securities Money Market Fund, Inc.
                      Lord Abbett Tax-Free Income Trust
                      Lord Abbett Global Fund, Inc.
                      Lord Abbett Equity Fund
                      Lord Abbett Series Fund, Inc.
                      Lord Abbett Research Fund, Inc.
                      Lord Abbett Securities Trust

                  INVESTMENT ADVISER
                           American Skandia Trust (Lord Abbett Growth and Income
                           Portfolio)

                  (b)      The partners of Lord, Abbett & Co. which is the sole
                           managing

                                                         3

<PAGE>

                           member of Lord Abbett  Distributor LLC, the principal
                           underwriter for the funds mentioned in (a) above are:


                           NAME AND PRINCIPAL             POSITIONS AND OFFICES
                           BUSINESS ADDRESS (1)           WITH REGISTRANT

                           Robert S. Dow                  Chairman and President
                           Paul A. Hilstad                President & Secretary
                           Stephen I. Allen               Vice President
                           Zane E. Brown                  Vice President
                           Daniel E. Carper               Vice President
                           Daria L. Foster                Vice President
                           Robert G. Morris               Vice President
                           Robert J. Noelke               Vice President
                           E. Wayne Nordberg              Vice President
                           John J. Walsh                  Vice President
                           W. Thomas Hudson               None
                           Michael McLaughlin             None

                  (1)      Each of the above has a principal business address
                           at 767 Fifth Avenue, New York, NY 10153

                  (c)      Not applicable


Item 30.          LOCATION OF ACCOUNTS AND RECORDS

                  Registrant maintains the records, required by Rules 31a - 1(a)
                  and (b), and 31a - 2(a) at its main office.

                  Lord, Abbett & Co. maintains the records required by Rules 31a
                  - 1(f) and 31a - 2(e) at its main office.

                  Certain  records  such  as  correspondence  may be  physically
                  maintained  at the main  office of the  Registrant's  Transfer
                  Agent,  Custodian,  or Shareholder  Servicing Agent within the
                  requirements of Rule 31a-3.

Item 31.          MANAGEMENT SERVICES

                  None.


Item 32.          UNDERTAKINGS

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

                  (b)  The  Registrant   undertakes  to  file  a  post-effective
                  amendment,  using  financial  statements  which  need  not  be
                  certified,  within four to six months from the effective  date
                  of Registrant's 1933 Act Registration Statement.

                                        4

<PAGE>

                SIGNATURES


Pursuant to the  requirements  of the  Securities Act of 1933 and the Investment
Company Act of 1940 the Registrant has duly caused this  Registration  Statement
and/or any  amendment  thereto  to be signed on its  behalf by the  undersigned,
thereunto duly authorized,  in the City of New York and State of New York on the
7th day of November 1997

                                                    LORD ABBETT INVESTMENT TRUST


                                                    By      S/ Robert S. Dow
                                                           Robert S. Dow
                                                           Chairman of the Board

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



                                   Chairman, President
S/ Robert S. Dow                   and Trustee                        11/7/97
Robert S. Dow                      (Title)                             (Date)


                                   Vice President and
S/ Keith F. O'Connor               Treasurer                          11/7/97
Keith F. O'Connor                  (Title)                             (Date)


S/ E. Wayne Nordberg               Trustee                            11/7/97
E. Wayne Nordberg                  (Title)                             (Date)


S/ Stewart S. Dixon                Trustee                            11/7/97
Stewart S. Dixon                   (Title)                             (Date)


S/ John C. Jansing                 Trustee                            11/7/97
John C. Jansing                    (Title)                             (Date)


S/ C. Alan MacDonald               Trustee                            11/7/97
C. Alan MacDonald                  (Title)                             (Date)


S/ Hansel B. Millican, Jr.         Trustee                            11/7/97
Hansel B. Millican, Jr.            (Title)                             (Date)


S/ Thomas J. Neff                  Trustee                            11/7/97
Thomas J. Neff                     (Title)                             (Date)


S/ E. Thayer Bigelow               Trustee                            11/7/97
E. Thayer Bigelow                  (Title)                             (Date)




                                                                EXHIBIT 99.B1


                          LORD ABBETT INVESTMENT TRUST

                                  AMENDMENT TO
                              DECLARATION OF TRUST


                  The undersigned,  being at least a majority of the Trustees of
Lord Abbett Investment Trust, a Delaware business trust (the "Trust"), organized
pursuant to a Declaration of Trust dated August 16, 1993 (the "Declaration"), do
hereby establish,  pursuant to Section 5.3 of the Declaration, two new series of
the Trust to be designated as (i) Strategic  Core Series;  and (ii) Core Series.
The initial  class of shares for each  series  shall be  designated  the Class Y
shares. Any variations between such classes as to purchase price,  determination
of net asset  value,  the price,  terms and manner of  redemption,  special  and
relative rights as to dividends and on liquidation,  and conditions  under which
such classes shall have  separate  voting  rights,  shall be as set forth in the
Declaration or as elsewhere determined by the Board of Trustees of the Trust.

                  This instrument shall constitute an amendment to the
Declaration.

                  IN WITNESS WHEREOF, the undersigned have executed this
                  instrument this ___ day of _________, 1997.



- ---------------------------------           ------------------------------
Robert S. Dow                                        John C. Jansing


- ---------------------------------           ------------------------------
E. Wayne Nordberg                                    C. Alan MacDonald


- ---------------------------------           ------------------------------
E. Thayer Bigelow                                    Hansel B. Millican, Jr.


- ---------------------------------           ------------------------------
Stewart S. Dixon                                     Thomas J. Neff


                                                                   EXHIBIT 99.B5



                             Addendum to Management
                          Agreement between Lord Abbett
                     Investment Trust and Lord, Abbett & Co.
                    Dated October 20, 1993 (the "Agreement")


         Lord,  Abbett & Co. and Lord Abbett  Investment  Trust (the "Trust") on
behalf of  Strategic  Core Series  ("Fund  Series") do hereby agree that (a) the
annual  management  fee rate for the Fund Series with  respect to paragraph 2 of
the  Agreement  shall be .50% of 1% of the average  daily net assets of the Fund
Series and (b) the expense ratio for the  determination  of the repayment by the
Fund Series of expenses voluntarily paid or reimbursed by the Investment Manager
pursuant to paragraph 5 of the Agreement shall be ---% for the period commencing
on the first day of the calendar quarter after the net assets of the Fund Series
first reach $50 million  until the first day of the calendar  quarter  after the
net assets of the Fund  Series  first  reach $100  million  (the  "recalculation
date").  Beginning with the  recalculation  date, the  reimbursement of expenses
shall be  measured  by the  difference  between  the  expenses  included  in the
determination of such expense ratio and those at an expense ratio of ----%.

         For  purposes  of  Section  15 (a) of the Act,  this  Addendum  and the
Agreement  shall together  constitute the  investment  advisory  contract of the
Series.





                                                LORD, ABBETT & CO.


                                    BY:     ________________________
                                Managing Partner


                                           LORD ABBETT INVESTMENT TRUST
                                (on behalf of Lord Abbett Strategic Core Series)


                           BY: _______________________
                                 Vice President


Dated: November 7, 1997



                                                                  EXHIBIT 99.B18




                 Amended and Restated Plans as of November 12, 1997
                            Pursuant to Rule 18f-3(d)
                    under the Investment Company Act of 1940
                          (As adopted November 12, 1997))


         Rule 18f-3 (the "Rule")  under the  Investment  Company Act of 1940, as
amended (the "1940 Act"), requires that the Board of Directors or Trustees of an
investment company desiring to offer multiple classes pursuant to the Rule adopt
a plan setting  forth the separate  arrangement  and expense  allocation of each
class, and any related conversion features or exchange privileges. This document
constitutes   an  amended  and  restated  plan   (individually,   a  "Plan"  and
collectively,  the  "Plans")  of each of the  investment  companies,  or  series
thereof,  listed on Schedule A attached hereto (each, a "Fund"). The Plan of any
Fund is subject to  amendment  by action of the Board of  Directors  or Trustees
(the  "Board")  of such Fund and without the  approval  of  shareholders  of any
class,  to the extent  permitted by law and by the  governing  documents of such
Fund.

         The Board,  including a majority of the  non-interested  Board members,
has determined that the following separate  arrangement and expense  allocation,
and the related conversion features,  if any, and exchange  privileges,  of each
class  of each  Fund  are in the  best  interest  of  each  class  of each  Fund
individually and each Fund as a whole.

1. CLASS  DESIGNATION.  Shares of all Funds except Lord Abbett Series Fund, Inc.
shall be  divided  into  Class A shares,  Class B shares,  Class C,  Class Y and
Pension  Class ("P  Class")  shares as  indicated  for each Fund on  Schedule  A
attached  hereto.  In the case of the Lord Abbett  Series Fund - Growth & Income
Portfolio,  shares shall be divided into  Variable  Contract  Class shares and P
Class shares as indicated on Schedule A.

2.       SALES CHARGES AND DISTRIBUTION AND SERVICE FEES.

         (a) INITIAL SALES CHARGE. Class A shares will be traditional  front-end
sales  charge  shares,  offered at their net asset  value  ("NAV")  plus a sales
charge in the case of each Fund as described in such Fund's  prospectus  as from
time to time in effect.

         Class B shares, Class C shares, Class Y shares, Variable Contract Class
shares and P Class shares will be offered at their NAV without an initial  sales
charge.

         (b) SERVICE AND  DISTRIBUTION  FEES.  In respect of the Class A shares,
Class B shares,  Class C shares,  Variable  Contract  Class  shares  and P Class
shares,  each Fund will pay service  and/or  distribution  fees under plans from
time to time in effect adopted for such classes pursuant to Rule 12b-1 under the
1940 Act (each, a "12b-1 Plan").

                                        1

<PAGE>



         Pursuant  to a 12b-1  Plan  with  respect  to the  Class A  shares,  if
effective,  each Fund will generally pay (i) at the time such shares are sold, a
one-time  distribution  fee of up to 1% of the  NAV of the  shares  sold  in the
amount of $1 million or more, including sales qualifying at such level under the
rights of accumulation and statement of intention  privileges,  or to retirement
plans with 100 or more eligible employees, as described in the Fund's prospectus
as from time to time in effect, (ii) a continuing  distribution fee at an annual
rate of 0.10% of the average daily NAV of the Class A share  accounts of dealers
who meet certain sales and redemption  criteria,  and (iii) a continuing service
fee at an annual rate not to exceed 0.25% of the average  daily NAV of the Class
A shares.  The Board will have the authority to increase the  distribution  fees
payable  under such 12b-1 Plan by a vote of the Board,  including  a majority of
the independent  directors thereof, up to an annual rate of 0.25% of the average
daily NAV of the Class A shares.  The  effective  dates of  various of the 12b-1
Plans for the Class A shares are based on  achievement by the Funds of specified
total net assets for the Class A shares of such Funds.

         Pursuant  to a 12b-1  Plan  with  respect  to the  Class B  shares,  if
effective,  each Fund will generally pay a continuing  annual fee of up to 1% of
the average annual NAV of such shares then outstanding (each fee comprising .25%
in service fee and .75% in distribution fee).

         Pursuant  to a 12b-1  Plan  with  respect  to the  Class C  shares,  if
effective,  each Fund will generally pay a one-time service and distribution fee
at the time  such  shares  are sold of up to 1% of  their  NAV and a  continuing
annual fee, commencing 12 months after the first anniversary of such sale, of up
to 1% of the  average  annual  NAV of such  shares  then  outstanding  (each fee
comprising .25% in service fees and .75% in distribution fees).

         Pursuant to a 12b-1 plan with respect to the Variable  Contract  Class,
if  operational,  the Growth & Income  Portfolio will generally pay a continuing
annual  fee of up to  .15%  of  the  average  annual  NAV of  such  shares  then
outstanding to reimburse an insurance company for its expenditure related to the
distribution  of  such  shares  which  expenditures  are not  also  reimbursable
pursuant  to fees paid  under the  variable  contract  issued by such  insurance
company.

         Pursuant to a 12b-1 Plan with respect to the P Class,  if  operational,
the Growth & Income Portfolio will generally pay a continuing annual fee of .45%
of the average annual NAV of such shares then  outstanding.  The Board will have
the authority to increase the distribution fees payable under such 12b-1 Plan by
a vote of the Board,  including a majority of the independent directors thereof,
up to an  annual  rate  of  0.75%  of  the  average  daily  NAV of  such  shares
(consisting  of  distribution  and service  fees,  at maximum  annual  rates not
exceeding 0.50 and 0.25 of 1%, respectively).

         The Class Y shares do not have a Rule 12b-1 Plan.

         (c)  CONTINGENT  DEFERRED  SALES  CHARGES  ("CDSC").  Subject  to  some
exceptions,  Class A shares subject to the one-time sales distribution fee of up
to 1% under the Rule 12b-1 Plan for the Class A shares will be subject to a CDSC
equal to 1% of the lower of the cost or the NAV of such shares if the shares are
redeemed  for cash on or before  the end of the  twenty-fourth  month  after the
month in which the shares were purchased.

         Class B shares will be subject to a CDSC  ranging  from 5% to 1% of the
lower of the cost or

                                        2

<PAGE>



the NAV of the  shares,  if the shares are  redeemed  for cash  before the sixth
anniversary of their purchase. The CDSC for the Class B shares may be waived for
certain  transactions.  Class C shares  will be subject to a CDSC equal to 1% of
the lower of the cost or the NAV of the shares if the shares  are  redeemed  for
cash before the first anniversary of their purchase.

         Neither the Class Y,  Variable  Contract  Class nor the  Pension  Class
shares will be subject to a CDSC.

 3. CLASS-SPECIFIC  EXPENSES. The following expenses shall be allocated,  to the
extent such  expenses can  reasonably  be identified as relating to a particular
class and consistent with Revenue  Procedure 96-47, on a  class-specific  basis:
(a) fees under a 12b-1 Plan applicable to a specific class (net of any CDSC paid
with  respect  to shares of such class and  retained  by the Fund) and any other
costs  relating to  implementing  or  amending  such Plan,  including  obtaining
shareholder  approval of such Plan or any  amendment  thereto;  (b) transfer and
shareholder servicing agent fees and shareholder servicing costs identifiable as
being  attributable  to the  particular  provisions  of a  specific  class;  (c)
stationery,  printing,  postage and delivery  expenses  related to preparing and
distributing  materials  such as  shareholder  reports,  prospectuses  and proxy
statements to current  share holders of a specific  class;  (d)  Securities  and
Exchange  Commission  registration  fees incurred by a specific class; (e) Board
fees or expenses  identifiable as being  attributable  to a specific class;  (f)
fees for outside  accountants and related expenses relating solely to a specific
class;  (g) litigation  expenses and legal fees and expense relating solely to a
specific class; (h) expenses incurred in connection with  shareholders  meetings
as a result of issues relating solely to a specific class and (i) other expenses
relating  solely to a specific  class,  provided,  that  advisory fees and other
expenses related to the management of a Fund's assets (including  custodial fees
and tax-return  preparation  fees) shall be allocated to all shares of such Fund
on the basis of NAV,  regardless of whether they can be specifically  attributed
to a particular  class. All common expenses shall be allocated to shares of each
class at the same time they are  allocated  to the shares of all other  classes.
All such expenses  incurred by a class of shares will be charged directly to the
net assets of the particular class and thus will be borne on a pro rata basis by
the  outstanding  shares of such class.  For all Funds,  with the  exception  of
Series Fund - Growth & Income  Portfolio,  Blue Sky expenses  will be treated as
common expenses.  In the case of Series Fund - Growth & Income  Portfolio,  Blue
Sky expenses will be allocated entirely to the P Class, as the Variable Contract
Class of Series Fund Growth & Income Portfolio has no Blue Sky expenses.

4. INCOME AND EXPENSE ALLOCATIONS. Income, realized and unrealized capital gains
and losses and  expenses  not  allocated  to a class as provided  above shall be
allocated to each class on the basis of the net assets of that class in relation
to the net assets of the Fund,  except that, in the case of each daily  dividend
Fund, income and expenses shall be allocated on the basis of relative net assets
(settled shares).

5. DIVIDENDS AND  DISTRIBUTIONS.  Dividends and Distributions  paid by a Fund on
each class of its shares,  to the extent paid,  will be  calculated  in the same
manner,  will be paid at the same time,  and will be in the same amount,  except
that the amount of the dividends  declared and paid by a particular class may be
different from that paid by another class because of expenses borne

                                        3

<PAGE>



exclusively by that class.

6.  NET  ASSET  VALUES.  The NAV of each  share  of a class  of a Fund  shall be
determined in accordance  with the Articles of  Incorporation  or Declaration of
Trust of such Fund with  appropriate  adjustments to reflect the  allocations of
expenses,  income and realized and  unrealized  capital gains and losses of such
Fund between or among its classes as provided above.

7. CONVERSION FEATURES. The Class B shares will automatically convert to Class A
shares 8 years after the date of  purchase.  Such  conversion  will occur at the
relative NAV per share of each Class without the imposition of any sales charge,
fee or other charge. When Class B shares convert,  any other Class B shares that
were  acquired  by  the  shareholder  by  the   reinvestment  of  dividends  and
distributions  will  also  convert  to Class A shares on a pro rata  basis.  The
conversion  of Class B shares to Class A shares  after 8 years is subject to the
continuing  availability  of a private  letter ruling from the Internal  Revenue
Service or an opinion of  counsel  to the effect  that the  conversion  does not
constitute a taxable event for the Class B shareholder  under Federal income tax
law. If such a revenue ruling or opinion is no longer  available,  the automatic
conversion  feature may be suspended,  in which event no further  conversions of
Class B shares would occur while such suspension remained in effect.

         Subject to  amendment  by the Board,  Class A shares and Class C shares
shall not be subject to any automatic conversion feature.

8. EXCHANGE PRIVILEGES.  Except as set forth in a Fund's prospectus as from time
to time in  effect,  shares of any class of such Fund may be  exchanged,  at the
holder's  option,  for shares of the same class of another  Fund,  or other Lord
Abbett-sponsored  fund or series  thereof,  without the  imposition of any sales
charge, fee or other charge.

         Each Plan is  qualified by and subject to the terms of the then current
prospectus for the applicable Fund;  provided,  however,  that none of the terms
set forth in any such prospectus shall be inconsistent  with the terms contained
herein. The prospectus for each Fund contains additional  information about that
Fund's classes and its multiple-class structure.

         Each Plan is being  adopted  for a Fund with the  approval  of, and all
material amendments thereto must be approved by, a majority of the Board of such
Fund,  including a majority of the Board who are not  interested  persons of the
Fund.










                                        4

<PAGE>

As of November 12, 1997

                        The Lord Abbett - Sponsored Funds
                       ESTABLISHING MULTI-CLASS STRUCTURES

                                     CLASSES
Lord Abbett Affiliated Fund, Inc.                                A, B, C, P,* Y

Lord Abbett Bond-Debenture Fund, Inc.                            A, B, C, P,* Y

Lord Abbett Developing Growth Fund, Inc.                         A, B, C, P,* Y

Lord Abbett Mid-Cap Value Fund, Inc.                             A, B, C, P*

ord Abbett Global Fund, Inc.
         Equity Series                                           A, B, C, P*
         Income Series                                           A, B, C, P*

Lord Abbett Investment Trust
         Balanced Series                                         A, C
         Limited Duration U.S. Government
           Securities Series                                     A, C
         U.S. Government Securities Series                       A, B, C, P*
         Strategic Core Series                                   Y
         Core Series                                             Y

Lord Abbett Securities Trust
         Growth & Income Trust                                   A, B, C, P*
         International  Series                                   A, B, C, P,* Y
         World Bond Debenture Series                             A, B, C, Y
         Alpha Series                                            A, B, C,

Lord Abbett Tax-Free Income Fund, Inc.
         California Series                                       A, C
         National Series                                         A, B, C
         New York Series                                         A, C

Lord Abbett Tax-Free Income Trust
         Florida Series                                          A, C

Lord Abbett U.S. Government Securities
         Money Market Fund, Inc.                                 A, B, C

Lord Abbett Research Fund, Inc.
         Large-Cap Series                                        A, B, C, P*
         Small-Cap Series                                        A, B, C, P,* Y



                                        5

<PAGE>


Lord Abbett Series Fund
         Growth & Income Portfolio                       Variable Contract Class
         Growth & Income Portfolio                       P*









* Pursuant to authority  granted by the Board of  Directors  to the  appropriate
officers of the funds,  these  classes and their related plans (12b-1 and 18f-3)
will commence  operations  upon Blue Sky and SEC clearance in the  discretion of
such officers.



                                        6


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