INVESCO VARIABLE INVESTMENT FUNDS INC
N-30D, 1997-02-28
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ANNUAL REPORT

December 31, 1996

INVESCO
VARIABLE
INVESTMENT
FUNDS,
INC.

VIF-Industrial Income Portfolio

VIF-Total Return Portfolio

VIF-High Yield Portfolio

VIF-Utilities Portfolio


<PAGE>



Economic Overview                                                  January 1997
    Overheating -- or headed into a recession? That's the question analysts have
posed for  months  about the U.S.  economy.  During  the third  quarter of 1996,
growth moderated to a "normal/dull" level of 2.2%.  Representing a slowdown from
the second  quarter's  relatively  torrid  pace of 4.7%,  the  current  level of
economic  expansion  should be moderate enough to stave off inflation fears. The
rate of increase in wages,  benefits,  and prices for  consumer  and  industrial
goods has not accelerated over the past 12 months; the Consumer Price Index will
likely  end  1996 up at an  annualized  rate of about  3.0% -- in line  with the
historical average.
    The moderate  inflation level  represents a positive factor for the economy.
At the same time,  though,  the  longevity of the current  expansion -- over six
years -- remains a cause for concern; the post-World War II average is only four
and a half  years.  Negative  growth  hasn't  been  experienced  since the first
quarter of 1993. If the growth rate again approaches 5%, many economists  expect
the Federal Reserve Board to launch a preemptive strike against inflation,  with
the concomitant danger of cutting the expansion short.
    Last  summer,  concern  about the Fed and the  national  elections  caused a
pullback in equity markets.  Since then, with the political status quo generally
maintained vis-a-vis the president and Congress,  and the economy slowing on its
own, the S&P 500 resumed its upward hike.
    In comparison,  investors in fixed-income  securities  experienced a bumpier
ride in 1996. The second half of the year was smoother, as inflation fears waned
and interest rates stabilized.
    1997 is a  post-presidential  election year, when the stock market typically
drops,  and  volatility  may  well  continue.  Currently,  valuations  for  many
individual  stocks appear high.  Moderate action from the Fed over the winter --
an  increase  of 0.25% in  short-term  interest  rates,  for example -- might be
interpreted  by  investors  in a  positive  light,  with  a  subsequent  calming
influence on price swings. Conversely,  heavy-handed measures could be viewed as
likely to trigger a recession, with negative consequences for corporate earnings
estimates -- and stock prices;  securities  markets around the globe immediately
dropped  following Fed Chairman Alan  Greenspan's  December  remark that current
stock prices may reflect "irrational exuberance."

INVESCO Variable Investment
Funds, Inc.
    The line  graphs on the  following  pages  illustrate,  for the period  from
inception  through  12/31/96,  the value of a $10,000  investment in each of the
INVESCO Variable  Investment Funds,  plus reinvested  dividends and capital gain
distributions.  The charts and other  total  return  figures  cited  reflect the
funds' operating expenses, but the indexes do not have expenses, which would, of
course, have lowered their performance.  (Past performance is not a guarantee of
future results.)(1),(2)












<PAGE>



VIF--Industrial Income Fund


                             Industrial Income Fund
                           Average Annual Total Return
                                as of 12/31/96(1)

                    1 year                             22.28%
                    -----------------------------------------
                    Since Inception (8/94)             21.46%
                    -----------------------------------------

     For  the  one-year  period  ended  12/31/96,  VIF--Industrial  Income  Fund
achieved a total  return of 22.28%.  During the same  period,  the S&P 500 had a
total  return of 22.90%,  and the Lehman  Government/Corporate  Bond index had a
total return of 2.90%. (Of course, past performance is not a guarantee of future
results.)(1),(2)
    Over the past  several  months,  the fund has  gradually  shifted its mix of
holdings.   In  particular,   we  are  placing  less  emphasis  on  fixed-income
investments  in favor of a higher  proportion  of equity  securities,  primarily
common stocks. As of 12/31/95, debt obligations represented approximately 26% of
the portfolio;  12 months later, this weighting had been decreased to about 18%.
This strategic shift plus a disciplined  stock  selection  process enabled us to
nearly match the returns of the broad equity market in 1996.
    We have also  modified  our holdings  among the  different  market  sectors.
Reflecting a change in the overall economic  environment,  we have decreased our
emphasis on such areas as consumer cyclicals. Instead, we are currently favoring
companies  in strong  positions  to continue  earnings  growth  despite a slower
economy.  Thus we added to our  positions  in the consumer  staples  industries.
Newer  holdings in this area include  Procter & Gamble,  SmithKline  Beecham and
Kellogg Co.

Graph:      VIF-Industrial Income Fund Total Return
            vs. S&P 500 and Lehman Government/Corporate Bond Index

    This line graph  illustrates  the value of a $10,000  investment  in INVESCO
    VIF-Industrial Income Fund, plus reinvested dividends and capital gain
    distributions, for the period 8/10/94 (inception) through 12/31/96.

    As economic growth moderates,  stock selection becomes ever more critical to
long-term investment  potential.  We will continue to search out stocks offering
earnings  growth  potential  and  current  income  based on a  company's  strong
fundamentals,  including leading market  positions,  high quality of management,
strong balance sheets, and a good level of liquidity.
    On the fixed-income  side, we are always  extremely  conscious of value, and
seek to manage the portfolio with an eye towards  interest rate risk management.
Throughout  1996,  we  gradually  decreased  the  average  duration  of the bond
holdings,  and  anticipate  maintaining  a range of four to six years.  (Shorter
durations generally decrease market risk.)
    Over half of the portfolio's bonds are rated  AAA/Government.  We do include
some lower-rated corporate bonds, which serve to enhance the fund's income flow.
These  holdings are of course  carefully  monitored  to help ensure  against any
surprises.





<PAGE>



Fund Management
     VIF--Industrial  Income  Fund is  co-managed  by two  INVESCO  senior  vice
presidents.  Charles  P.  Mayer  is  responsible  for  the  equity  side  of the
portfolio.  An industry  veteran with 26 years of  professional  experience,  he
earned an MBA from St.  John's  University  and a BA from St.  Peter's  College.
Previously, Charlie was with Westinghouse Pension.
     Charlie is assisted by Albert M.  Grossi.  Now a vice  president of INVESCO
Trust Company,  he began his investment  career in 1974, and previously was with
Westinghouse  Pension  Investments  Corp.,  E.F. Hutton,  and Shearson  American
Express. Al earned both his MBA and BA from Rutgers University.
    Donovan  J.  "Jerry"  Paul  serves  as  co-portfolio  manager  of the  fund,
concentrating on fixed-income  securities.  Jerry began his investment career in
1976; before joining INVESCO, he worked for Stein, Roe & Farnham Inc. as well as
Quixote Investment Management.  He earned an MBA from the University of Northern
Iowa, and a BBA from the University of Iowa. He is a Chartered Financial Analyst
and Certified Public Accountant.

VIF--Total Return Fund
     For the one-year period ended 12/31/96,  VIF--Total  Return Fund achieved a
total return of 12.18%.  During the same period,  the S&P 500 had a total return
of 22.90%, and the Lehman  Government/Corporate Bond index had a total return of
2.90%.   (Of  course,   past   performance   is  not  a   guarantee   of  future
results.)(1),(2)  The fund  allocates  investments  between  stocks  and  bonds.
Generally,  about 30% of assets  are  invested  in stocks,  30% in  fixed-income
securities,  and the  remaining  40% is focused on the asset  class  expected to
produce superior returns. Holdings are gradually shifted according to changes in
the  stock  and bond  markets.  As of  12/31/96,  about  32% of  assets  were in
government and corporate bonds, while 61% was focused on common stocks.

                                Total Return Fund
                            Average Annual Total Return
                                as of 12/31/96(1)

                    1 year                             12.18%
                    -----------------------------------------
                    Since Inception (6/94)             13.96%
                    -----------------------------------------

    Given the  underperformance  of the bond market  relative to stocks in 1996,
this strategy proved  somewhat of a disadvantage  last year. Over the long-term,
however,  we believe our asset allocation model may lead to superior returns, as
bond  holdings may cushion the fund in the event of a correction  or bear market
in stocks.

Graph:      VIF-Total Return Fund Total Return
            vs. S&P 500 and Lehman Government/Corporate Bond Index

    This line graph  illustrates  the value of a $10,000  investment  in INVESCO
    VIF-  Total  Return  Fund,  plus  reinvested   dividends  and  capital  gain
    distributions, for the period 6/2/94 (inception) through 12/31/96.


     Equity  holdings  are  selected  using a "bottom  up" value  process  which
emphasizes stocks with lower-than-market price/earnings, price/book, and


<PAGE>



debt/equity ratios; in particular,  we analyze historical profitability relative
to current price.  Over the past few months,  we have not made any major changes
in our sector weightings. The fund continues to be well-diversified among large-
and medium- sized quality companies; newer holdings include Great Lakes Chemical
(chemicals),  SuperValu Inc  (foodstores-wholesale),  Ohio Casualty (insurance),
and Westvaco Corp (paper & paper products).
    Government  and  corporate  bonds are  evaluated  based on two key criteria:
valuation levels and analysis of Federal Reserve Board policy. Additionally,  we
consider the relative  attractiveness  of the corporate  versus  government  and
government agency markets,  taking into consideration  returns and relative risk
levels.

Fund Management
    VIF--Total  Return  Fund is  managed  by Edward C.  Mitchell,  president  of
INVESCO Capital Management, Inc. He earned his MBA at the University of Colorado
and a BA from the  University  of Virginia.  Ed began his  investment  career in
1969.
    He is assisted by David S. Griffin, who began his investment career in 1982.
David holds an MBA from the College of William & Mary, as well as a BA from Ohio
Wesleyan University. He is a Chartered Financial Analyst.

VIF--High Yield Fund

                                  High Yield Fund
                             Average Annual Total Return
                                 as of 12/31/96(1)

                    1 year                             16.59%
                    -----------------------------------------
                    Since Inception (6/94)             13.96%
                    -----------------------------------------

    For the one-year  period ended  12/31/96,  VIF--High  Yield Fund  achieved a
total return of 16.59%, easily outperforming the Merrill Lynch High Yield Index,
which over the same  period had a total  return of  11.07%.  While  fixed-income
investments as a group  underperformed the broad stock market, lower rated bonds
did relatively  better than other debt  obligations  during this difficult year.
(Of course, past performance is not a guarantee of future results.)(1),(2)
    While the U.S. economy is not exactly roaring, there are no indications that
it will  decline  into a  recession  any time soon.  As a result,  the  economic
environment bodes well for corporate creditworthiness; we are on the lookout for
certain firms to experience  improving  fundamentals leading to credit upgrades,
and potential price appreciation.  Continuing credit risk analysis is thus a key
facet  of  our  overall  strategy,   with  a  focus  on  "bottom  up"  analysis.
Approximately two-thirds of the portfolio is invested in bonds rated B, compared
to about 55% one year ago.

Graph:      VIF-High Yield Fund Total Return
            vs. Merrill Lynch High Yield Master Index

    This line graph  illustrates  the value of a $10,000  investment  in INVESCO
    VIF-  High  Yield  Fund,   plus   reinvested   dividends  and  capital  gain
    distributions, for the period 5/27/94 (inception) through 12/31/96.




<PAGE>




    The fund's  holdings are  diversified  across a wide variety of  industries,
with a particular emphasis on consumer cyclical and utilities  companies.  Areas
of  special  interest  to  us  include  cable  television,   broadcasting,   and
communications,  where  corporate  merger and  acquisition  activity may benefit
portfolio holdings in the future.
    Duration is a measure of market risk --  generally,  the lower the duration,
the lower the risk.  We anticipate  maintaining a range of four to six years,  a
moderately defensive posture.

Fund Management
     VIF--High Yield Fund is managed by Donovan J. "Jerry" Paul. Jerry began his
investment  career in 1976;  before joining INVESCO,  he worked for Stein, Roe &
Farnham Inc. as well as Quixote Investment Management. He earned an MBA from the
University  of Northern  Iowa,  and a BBA from the  University  of Iowa. He is a
Chartered Financial Analyst and Certified Public Accountant.

VIF--Utilities Fund
    For the one-year period ended 12/31/96, VIF--Utilities Fund achieved a total
return of 12.76%.  During the same period,  the Dow Jones  Utilities Index had a
total return of 3.16%. Utilities stocks suffered from market pressure similar to
that endured by the broad fixed-income market in 1996; however,  through careful
stock  selection  and active  management,  the fund  strongly  outperformed  the
utilities  index.  (Of course,  past  performance  is not a guarantee  of future
results.)(1),(2)
    We tend to focus the fund on companies with  relatively good earnings growth
prospects in defensible  market  positions.  For this reason,  we  underweighted
telecommunications  over the  past 12  months.  These  stocks  will be  strongly
affected  by  changes  in the  regulatory  environment,  and we  are  keeping  a
"wait-and-see"  attitude towards this area until the outlook becomes clearer. In
the past six months,  we closed  positions in firms which had either reached our
target price or which we believed had a weaker earnings outlook. A few new names
were   added  to  this   area,   including   Deutsche   Telekom  AG  and  NEXTEL
Communications.
    We have increased our exposure to the natural gas industry.  This reflects a
cyclical  shift,  as natural gas reserves  have been  depleted to an extent over
1996, and usage over the winter may be anticipated to remain relatively  strong.
Since  last  June,  we  have  taken  a  position  in  PanEnergy  Corp,  an oil &
gas-related company, as well as three production/pipeline companies -- NGC Corp,
TransCanada PipeLines, and Williams Cos.

                                  Utilities Fund
                             Average Annual Total Return
                                 as of 12/31/96(1)

                    1 year                             12.76%
                    -----------------------------------------
                    Since Inception (1/95)             10.90%
                    -----------------------------------------

    Electric  utilities have become an even more important focus for us over the
past year;  they  represent  about 32% of  holdings,  compared  to about 25% six
months ago. We are seeking to emphasize  high quality,  low cost  companies with
strong competitive positions.  Positions opened over the past six months include
TNP Enterprises, GPU Inc, KU Energy, and Southern Co.



<PAGE>




Graph:      VIF-Utilities Fund Total Return
            vs. Dow Jones Utilities Index

    This line graph  illustrates  the value of a $10,000  investment  in INVESCO
    VIF-   Utilities   Fund,   plus   reinvested   dividends  and  capital  gain
    distributions, for the period 1/1/95 (inception) through 12/31/96.

Fund Management
    VIF--Utilities  Fund has been managed by Jeffrey  Morris since 1996. He is a
Chartered Financial Analyst, and earned his BSBA from Colorado State University.
Jeff joined INVESCO in 1991.

(1)  Total  return   assumes   reinvestment   of  dividends   and  capital  gain
distributions for the periods  indicated.  Investment return and principal value
will fluctuate so that, when redeemed, an investor's shares may be worth more or
less than when purchased.

(2)  The  S&P  500  is an  unmanaged  index  considered  representative  of  the
performance of the broad U.S. stock market.  The Dow Jones Utilities Index is an
unmanaged index of utilities stocks.  The Lehman  Government/Corporate  Bond and
Merrill  Lynch High Yield Index are  unmanaged  indexes  indicative of the broad
fixed-income and high yield markets, respectively.


<PAGE>


<TABLE>
<CAPTION>
                         INVESCO Variable Investment Funds, Inc.
                           Statement of Investment Securities
                                 December 31, 1996
- ---------------------------------------------------------------------------------------------
                                                  Country     Shares, Units
                                                  Code if      or Principal
Description                                        Non US            Amount             Value
- ---------------------------------------------------------------------------------------------
<S>                                               <C>          <C>               <C>    
HIGH YIELD Portfolio  
FIXED INCOME SECURITIES  84.47%
Corporate Bonds 81.26%
AEROSPACE & DEFENSE 0.81%
Howmet Corp, Sr Sub Notes, 10.000%, 12/1/2003                      $100,000          $109,000
                                                                                 ------------
AUTOMOBILE RELATED 0.63%
Harvard Industries, Sr Notes, 11.125%, 8/1/2005                     100,000            83,750
                                                                                 ------------
BROADCASTING 8.91%
Allbritton Communications, Sr Sub Deb
   11.500%, 8/15/2004                                               100,000           105,500
   Series B, 9.750%, 11/30/2007                                     200,000           194,500
American Radio Systems, Gtd
   Sr Sub Notes, 9.000%, 2/1/2006                                   250,000           246,250
Benedek Communications, Sr Sub
   Discount Step-Up Notes
   Zero Coupon^^, 5/15/2006                                         250,000           143,750
Chancellor Broadcasting, Sr Sub
   Notes, 9.375%, 10/1/2004                                         150,000           151,500
Granite Broadcasting, Sr Sub Notes,
   9.375%, 12/1/2005                                                100,000            96,750
Jacor Communications, Gtd Sr Sub
   Notes, 9.750%, 12/15/2006                                        250,000           255,313
                                                                                 ------------
                                                                                    1,193,563
                                                                                 ------------
BUILDING & CONSTRUCTION RELATED 1.55%
Ryland Group, Sr Notes,
   10.500%, 7/1/2006                                                200,000           208,000
                                                                                 ------------
CABLE TELEVISION 6.21%
Kabelmedia Holding GmbH,
   Sr Discount Step-Up Notes
   Zero Coupon^^, 8/1/2006                             GM           100,000            55,500
Marcus Cable LP/Marcus Cable
   Capital III, Sr Deb
   11.875%, 10/1/2005                                               100,000           107,250
TV Filme, Sr Notes^,
   12.875%, 12/15/2004                                 BR           200,000           200,750
UIH Australia/Pacific, Sr Discount
   Step-Up Notes, Series B Zero
   Coupon^^, 5/15/2006                                 AS           450,000           235,125


<PAGE>


United Interational Holdings,
   Sr Secured Discount Notes
   Zero Coupon, 11/15/1999                                          100,000            71,000
Videotron Holdings PLC, Sr Discount
   Step-Up Notes Zero Coupon^^,
   8/15/2005                                           UK           200,000           162,500
                                                                                 ------------
                                                                                      832,125
                                                                                 ------------
CHEMICALS 2.83%
Freedom Chemical, Sr Sub Notes^,
   10.625%, 10/15/2006                                              250,000           262,500
Sterling Chemicals Holdings, Sr
   Secured Discount Step-Up Notes
   Zero Coupon^^, 8/15/2008                                         200,000           117,000
                                                                                 ------------
                                                                                      379,500
                                                                                 ------------
DIVERSIFIED COMPANIES 1.10%
Jordan Industries, Sr Notes,
   10.375%, 8/1/2003                                                150,000           147,750
                                                                                 ------------
ELECTRICAL EQUIPMENT 0.77%
Motors & Gears, Sr Notes, Series A^,
   10.750%, 11/15/2006                                              100,000           103,500
                                                                                 ------------
ELECTRONICS 1.96%
Celestica International, Gtd Sr
   Sub Notes^, 10.500%, 12/31/2006                     CA           250,000           262,500
                                                                                 ------------
FOOD PRODUCTS & BEVERAGES 2.72%
Gorges/Quick-to-Fix Foods,
   Sr Sub Notes^, 11.500%, 12/1/2006                                100,000           103,625
International Home Foods, Sr Sub
   Notes^, 10.375%, 11/1/2006                                       250,000           260,000
                                                                                 ------------
                                                                                      363,625
                                                                                 ------------
GAMING 6.67%
Casino America, Gtd Sr Secured
   Notes, 12.500%, 8/1/2003                                         100,000            94,875
Players International, Sr Notes,
   10.875%, 4/15/2005                                               100,000            99,375
Station Casinos, Sr Sub Notes,
   9.625%, 6/1/2003                                                 250,000           247,500
Trump Hotels & Casino Resorts
   Holdings LP/Trump Hotels & Casino
   Resorts Funding, Sr Secured Notes,
   15.500%, 6/15/2005                                               200,000           229,000
Trump's Castle Funding, Mortgage
   Notes, 11.750%, 11/15/2003                                       250,000           221,875
                                                                                 ------------
                                                                                      892,625
                                                                                 ------------


<PAGE>


HEALTH CARE RELATED 0.79%
Quest Diagnostics, Gtd Sr Sub
   Notes, 10.750%, 12/15/2006                                       100,000           105,000
                                                                                 ------------
INDUSTRIAL 1.91%
Rayovac Corp, Sr Sub Notes^,
   10.250%, 11/1/2006                                               250,000           256,250
                                                                                 ------------
MANUFACTURING 3.85%
Goss Graphic Systems, Sr Sub
   Notes, 12.000%, 10/15/2006                                       250,000           257,500
Newport News Shipbuilding, Sr Sub
   Notes^, 9.250%, 12/1/2006                                        250,000           257,812
                                                                                 ------------
                                                                                      515,312
                                                                                 ------------
OIL & GAS RELATED 6.37%
Clark (R & M) Holdings, Sr
   Secured Notes, Series A
   Zero Coupon, 2/15/2000                                           100,000            71,750
HS Resources, Sr Sub Notes^,
   9.250%, 11/15/2006                                               250,000           255,625
National Energy Group, Sr Notes^,
   10.750%, 11/1/2006                                               250,000           262,500
Parker Drilling, Gtd Sr Notes^,
   9.750%, 11/15/2006                                               250,000           263,125
                                                                                 ------------
                                                                                      853,000
                                                                                 ------------
PAPER & PAPER PRODUCTS 2.14%
Riverwood International, Gtd Sr
   Notes, 10.250%, 4/1/2006                                         100,000            98,500
Tembec Finance, Gtd Sr Notes,
   9.875%, 9/30/2005                                   CA           200,000           188,500
                                                                                 ------------
                                                                                      287,000
                                                                                 ------------
POLLUTION CONTROL EQUIPMENT &
   SERVICES 1.96%
Allied Waste North America, Sr
   Sub Notes^, 10.250%, 12/1/2006                                   250,000           262,188
                                                                                 ------------
PUBLISHING 2.45%
Affiliated Newspaper Investments,
   Sr Discount Step-Up Deb
   Zero Coupon^^, 7/1/2006                                          400,000           328,000
                                                                                 ------------
RECREATION PRODUCTS & SERVICES 2.24%
LodgeNet Entertainment, Sr Notes^,
   10.250%, 12/15/2006                                              300,000           300,000
                                                                                 ------------
RETAIL 0.72%
Food 4 Less Holdings, Sr Sub Deb**,
   13.625%, 6/15/2007                                               100,000            96,857
                                                                                 ------------


<PAGE>



TELECOMMUNICATIONS 21.21%
Brooks Fiber Properties, Sr Discount
   Step-Up Notes^ Zero Coupon^^,
   11/1/2006                                                        250,000           159,375
Centennial Cellular, Sr Notes,
   8.875%, 11/1/2001                                                250,000           243,750
Comcast Cellular, Sr Participating
   Notes, Series B Zero Coupon,
   3/5/2000                                                         100,000            72,000
CommNet Cellular
   Sr Sub Discount Step-Up Notes,
   Zero Coupon^^, 9/1/2003                                          200,000           182,000
  Sub Notes, 11.250%, 7/1/2005                                      100,000           106,000
Dial Call Communications, Sr Discount
   Step-Up Notes Zero Coupon^^,
   4/15/2004                                                        300,000           213,750
GST USA, Gtd Sr Discount
   Exchangeable Step-Up Notes
   Zero Coupon^^, 12/15/2005                                        100,000            61,000
MDC Communications, Sr Sub Notes,
   10.500%, 12/1/2006                                  CA           100,000           103,125
Microcell Telecommunications, Sr
   Discount Step-Up Notes, Series B
   Zero Coupon^^, 6/1/2006                                          500,000           276,250
NEXTLINK Communications LLC, Sr
   Notes, 12.500%, 4/15/2006                                        250,000           268,125
OmniPoint Corp, Sr Notes, Series A^,
   11.625%, 8/15/2006                                               250,000           260,000
PanAmSat LP/PanAmSat Capital, Sr Sub
   Discount Step-Up Notes
   Zero Coupon^^, 8/1/2003                                          200,000           185,500
PhoneTel Technologies, Sr Notes,
   12.000%, 12/15/2006                                              100,000           103,500
PriCellular Wireless
   Sr Notes^, 10.750%, 11/1/2004                                    250,000           259,375
  Sr Sub Discount Step-Up Notes,
   Zero Coupon^^, 10/1/2003                                         100,000            85,500
Western Wireless, Sr Sub Notes,
   10.500%, 6/1/2006                                                250,000           261,562
                                                                                 ------------
                                                                                    2,840,812
                                                                                 ------------
TEXTILES & APPAREL MANUFACTURERS 0.72%
Reeves Industries, Sr Notes,
   11.000%, 7/15/2002                                               100,000            96,000
                                                                                 ------------
TRANSPORTATION 1.91%
Continental Airlines, Sr Notes^,
   9.500%, 12/15/2001                                               250,000           255,000
                                                                                 ------------
UTILITIES 0.83%
Niagara Mohawk Power, Secured
   Facil Bonds, 8.770%, 1/1/2018                                    114,000           111,229
                                                                                 ------------


<PAGE>



   TOTAL CORPORATE BONDS
     (Cost $10,595,298)                                                            10,882,586
                                                                                 ------------
Asset-Backed Securities 1.25%
FINANCE RELATED 1.25%
DR Structured Finance, Secured Lease
   Trust Pass-Through Certificates,
   Series 1994, Class A-2, 8.375%,
   8/15/2015 (Cost $165,210)                                        200,000           168,000
                                                                                 ------------
Foreign Government Obligations 1.96%
Argentina Republic, Global Bonds,
   11.000%, 10/9/2006
   (Cost $248,957)                                     AR           250,000           261,875
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $11,009,465)                                                              11,312,461
                                                                                 ------------
PREFERRED STOCKS & WARRANTS 6.57%
BROADCASTING 2.55%
Chancellor Radio Broadcasting, Sr Cum
   Exchangeable Pfd Series A, 12.250%~                                1,000           110,000
Paxson Communications, Exchangeable
   Pfd, 12.500%~                                                        250           232,500
                                                                                 ------------
                                                                                      342,500
                                                                                 ------------
CABLE TELEVISION 1.11%
Cablevision Systems, Cum Exchangeable
   Pfd, Series H, 11.750%~                                            1,589           148,571
                                                                                 ------------
HEALTH CARE RELATED 1.90%
Fresenius Medical Care Capital Trust,
   Gtd Trust Pfd, 9.000%~                                               250           254,375
                                                                                 ------------
TELECOMMUNICATIONS 1.01%
IntelCom Group USA, Mandatory
   Exchangeable Pfd~                                                    100           107,000
Microcell Telecommunications
   Conditional Warrants^ (Exp 2006)*                                  2,000            14,000
   Warrants^ (Exp 2006)*                                              2,000            14,000
                                                                                 ------------
                                                                                      135,000
                                                                                 ------------
TOTAL PREFERRED STOCKS & WARRANTS
   (Cost $870,562)                                                                    880,446
                                                                                 ------------
OTHER SECURITIES 4.41%
CABLE TELEVISION 1.10%
United International Holdings, Units
   (Each unit consists of one $1,000 face
   amount Sr Secured Discount Note,
   Zero Coupon, 11/15/1999 and 1 wrnt to
   purchase 4.535 shrs
   of cmn stock)                                                        200           147,000
                                                                                 ------------

<PAGE>


RETAIL 0.37%
InterAct Systems, Units^ (Each unit consists
   of one $1,000 face amount Sr Discount 
   Step-Up Note, 14.000%, 8/1/2003 and 1 wrnt
   to purchase 1 shr of cmn stock)                                      100            50,000
                                                                                 ------------
TELECOMMUNICATIONS 2.94%
COLT Telecom Group PLC, Units (Each unit
   consists of one $1,000 face amount Sr
   Discount Step-Up Note, Zero Coupon^^,
   12/15/2006)                                         UK               250           150,000
International Wireless Communications
   Holdings, Units^ (Each unit consists
   of one $1,000 face amount Sr Secured
   Discount Note Zero Coupon, 8/15/2001
   and 1 wrnt to purchase 1 shr of
   cmn stock)                                                           200           109,000
Occidente y Caribe Celular SA, Units^
   (Each unit consists of one $1,000 face
   amount Sr Discount  Step-Up Note, Zero
   Coupon^^ 3/15/2004 and 4 wrnts to 
   purchase 5.709 shrs of cmn stock
   each)                                               CO               225           135,000
                                                                                 ------------
                                                                                      394,000
                                                                                 ------------
TOTAL OTHER SECURITIES
   (Cost $587,407)                                                                    591,000
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 4.55%
Repurchase Agreement with State Street Bank
   & Trust Co dated 12/31/1996 due 1/2/1997 
   at 6.500%, repurchased at $609,220
   (Collateralized  by US Treasury
   Bonds due 11/15/2016 at 7.500% value
   $623,825) (Cost $609,000)                                        609,000           609,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES AT VALUE 100.00%
  (Cost $13,076,434#)                                                              13,392,907
                                                                                 ============

INDUSTRIAL INCOME Portfolio
COMMON STOCKS 73.99%
AEROSPACE & DEFENSE 3.29%
General Motors Class H                                                3,000           168,750
Northrop Grumman                                                      3,000           248,250
Sundstrand Corp                                                       7,000           297,500
                                                                                 ------------
                                                                                      714,500
                                                                                 ------------



<PAGE>



AUTOMOBILE RELATED 0.60%
Chrysler Corp                                                         2,000            66,000
Ford Motor                                                            2,000            63,750
                                                                                 ------------
                                                                                      129,750
                                                                                 ------------
BANKING 3.40%
BankAmerica Corp                                                      2,000           199,500
CoreStates Financial                                                  8,000           415,000
First Chicago NBD                                                     2,267           121,851
                                                                                 ------------
                                                                                      736,351
                                                                                 ------------
BIOTECHNOLOGY 1.69%
Biogen Inc*                                                           3,000           116,250
Gilead Sciences*                                                     10,000           250,000
                                                                                 ------------
                                                                                      366,250
                                                                                 ------------
BROADCASTING 0.56%
Belo (A H) Corp Class A                                               3,500           122,062
                                                                                 ------------
BUILDING & CONSTRUCTION RELATED 0.87%
Fluor Corp                                                            3,000           188,250
                                                                                 ------------
CHEMICALS 3.63%
Agrium Inc                                                           15,000           206,250
Air Products & Chemicals                                              5,000           345,625
ARCO Chemical                                                         2,000            98,000
Lawter International                                                  5,000            63,125
Olin Corp                                                             2,000            75,250
                                                                                 ------------
                                                                                      788,250
                                                                                 ------------
CLEANING PRODUCTS 1.98%
Procter & Gamble                                                      4,000           430,000
                                                                                 ------------
COMPUTER RELATED 2.68%
Hewlett-Packard Co                                                    3,000           150,750
International Business Machines                                       1,000           151,000
SABRE Group Holdings Class A*                                        10,000           278,750
                                                                                 ------------
                                                                                      580,500
                                                                                 ------------
COSMETICS & PERSONAL CARE 1.42%
Nu Skin Asia Pacific Class A*                                        10,000           308,750
                                                                                 ------------
DIVERSIFIED COMPANIES 1.43%
General Electric                                                      2,000           197,750
Kansas City Southern Industries                                       2,500           112,500
                                                                                 ------------
                                                                                      310,250
                                                                                 ------------


<PAGE>



ELECTRICAL EQUIPMENT 1.79%
Emerson Electric                                                      3,000           290,250
Honeywell Inc                                                         1,500            98,625
                                                                                 ------------
                                                                                      388,875
                                                                                 ------------
ELECTRONICS 2.09%
Intel Corp                                                            2,000           261,875
Texas Instruments                                                     3,000           191,250
                                                                                 ------------
                                                                                      453,125
                                                                                 ------------
FINANCE RELATED 2.54%
Associates First Capital Class A                                      8,000           353,000
Dean Witter Discover                                                  3,000           198,750
                                                                                 ------------
                                                                                      551,750
                                                                                 ------------
FOOD PRODUCTS & BEVERAGES 4.86%
Anheuser-Busch Cos                                                    8,000           320,000
General Mills                                                         2,000           126,750
Heinz (H J) Co                                                        6,725           240,419
Kellogg Co                                                            5,000           328,125
Quaker Oats                                                           1,000            38,125
                                                                                 ------------
                                                                                    1,053,419
                                                                                 ------------
HOTELS 0.72%
Hilton Hotels                                                         6,000           156,750
                                                                                 ------------
INSURANCE 5.41%
Allmerica Financial                                                   6,000           201,000
American States Financial                                            10,000           265,000
Ohio Casualty                                                         5,000           177,500
St Paul Cos                                                           3,000           175,875
Travelers/Aetna Property Casualty Class A                            10,000           353,750
                                                                                 ------------
                                                                                    1,173,125
                                                                                 ------------
MANUFACTURING 1.24%
AlliedSignal Inc                                                      4,000           268,000
                                                                                 ------------
MEDICAL EQUIPMENT & SUPPLIES 0.80%
Becton Dickinson & Co                                                 4,000           173,500
                                                                                 ------------
MEDICAL RELATED - DRUGS 5.97%
Glaxo Wellcome PLC Sponsored ADR                                     10,000           317,500
Merck & Co                                                            3,000           237,750
Novo-Nordisk A/S ADR                                                  2,000            93,500
SmithKline Beecham PLC ADR
   Representing Ord A Shrs                                            4,000           272,000
Warner-Lambert Co                                                     5,000           375,000
                                                                                 ------------
                                                                                    1,295,750
                                                                                 ------------


<PAGE>



MINING 0.41%
Newmont Mining                                                        2,000            89,500
                                                                                 ------------
OIL & GAS RELATED 5.33%
Amoco Corp                                                            1,000            80,500
Atlantic Richfield                                                      700            92,750
Dresser Industries                                                    4,000           124,000
Exxon Corp                                                            1,000            98,000
Schlumberger Ltd                                                      1,000            99,875
Sonat Inc                                                             3,000           154,500
USX-Marathon Group                                                   10,000           238,750
Union Pacific Resources Group                                         5,000           146,250
Unocal Corp                                                           3,000           121,875
                                                                                 ------------
                                                                                    1,156,500
                                                                                 ------------
PAPER & PAPER PRODUCTS 2.69%
Albany International Class A                                          5,000           115,625
Champion International                                                2,000            86,500
Kimberly-Clark Corp                                                   4,000           381,000
                                                                                 ------------
                                                                                      583,125
                                                                                 ------------
PHOTOGRAPHY SERVICES 0.40%
Polaroid Corp                                                         2,000            87,000
                                                                                 ------------
PUBLISHING 0.77%
Donnelley (R R) & Sons                                                2,000            62,750
News Corp Ltd ADR                                                     5,000           104,375
                                                                                 ------------
                                                                                      167,125
                                                                                 ------------
REAL ESTATE RELATED 0.80%
Patriot American Hospitality                                          4,000           172,500
                                                                                 ------------
RETAIL 3.88%
Dayton Hudson                                                         5,000           196,250
May Department Stores                                                 3,000           140,250
Penney (J C) Co                                                       4,000           195,000
Toys "R" Us*                                                          5,000           150,000
Wal-Mart Stores                                                       7,000           160,125
                                                                                 ------------
                                                                                      841,625
                                                                                 ------------
TELECOMMUNICATIONS 4.92%
Deutsche Telekom AG Sponsored ADR*                                   34,000           692,750
Frontier Corp                                                         5,000           113,125
Lucent Technologies                                                   3,000           138,750
Motorola Inc                                                          2,000           122,750
                                                                                 ------------
                                                                                    1,067,375
                                                                                 ------------



<PAGE>



TRANSPORTATION 0.66%
Conrail Inc                                                           1,148           114,370
KLM Royal Dutch Airlines New York
   Registered Shrs                                                    1,000            27,875
                                                                                 ------------
                                                                                      142,245
                                                                                 ------------
UTILITIES 7.16%
Ameritech Corp                                                        3,000           181,875
Bell Atlantic                                                         3,000           194,250
BellSouth Corp                                                        4,000           161,500
GTE Corp                                                              3,500           159,250
IES Industries                                                       10,000           298,750
KN Energy                                                             5,000           196,250
NYNEX Corp                                                            2,000            96,250
SBC Communications                                                    3,000           155,250
US WEST Communications Group                                          3,400           109,650
                                                                                 ------------
                                                                                    1,553,025
                                                                                 ------------
TOTAL COMMON STOCKS
   (Cost $14,004,495)                                                              16,049,227
                                                                                 ------------
PREFERRED STOCKS 0.24%
MINING 0.24%
Amax Gold, $3.75, Conv Pfd, Series B
   (Cost $48,795)                                                     1,000            52,625
                                                                                 ------------
FIXED INCOME SECURITIES 17.68%
US Government Obligations 3.48%
US Treasury Notes, 6.500%, 5/15/2005
   (Cost $782,609)                                                  750,000           755,390
US Government Agency Obligations 6.68%
Federal Home Loan Mortgage, Gold,
   Participation Certificates
   6.500%, 8/1/2011
   (Cost $1,438,515)                                              1,474,927         1,449,232
                                                                                 ------------
Corporate Bonds 7.52%
BROADCASTING 0.93%
Allbritton Communications, Sr Sub Deb,
   Series B 9.750%, 11/30/2007                                      100,000            97,250
EZ Communications, Gtd Sr Sub Notes,
   9.750%, 12/1/2005                                                100,000           104,250
                                                                                 ------------
                                                                                      201,500
                                                                                 ------------




<PAGE>



BUILDING & CONSTRUCTION RELATED 0.93%
USG Corp, Deb, 8.750%, 3/1/2017                                     200,000           202,000
                                                                                 ------------
CABLE TELEVISION 1.46%
Continental Cablevision, Sr Sub Deb,
   11.000%, 6/1/2007                                                200,000           228,485
Videotron Holdings PLC, Sr Discount
   Notes, 11.125%, 7/1/2004                                         100,000            87,750
                                                                                 ------------
                                                                                      316,235
                                                                                 ------------
FINANCE RELATED 0.46%
General Motors Acceptance, Medium-
   Term Notes, 6.700%, 4/25/2001                                    100,000           100,472
                                                                                 ------------
GAMING 0.41%
Trump's Castle Funding, Mortgage
   Notes, 11.750%, 11/15/2003                                       100,000            88,750
                                                                                 ------------
HEALTH CARE RELATED 0.51%
Tenet Healthcare, Sr Sub Notes,
   10.125%, 3/1/2005                                                100,000           110,500
                                                                                 ------------
MOTION PICTURES & TELEVISION 0.44%
Viacom Inc, Sub Deb, 8.000%, 7/7/2006                               100,000            95,682
                                                                                 ------------
OIL & GAS RELATED 0.48%
Clark Oil & Refining, Sr Notes,
   10.500%, 12/1/2001                                               100,000           103,500
                                                                                 ------------
RECREATION PRODUCTS & SERVICES 0.24%
United Artists Theatre Circuit,
   Sr Secured Notes, Series B
   11.500%, 5/1/2002                                                 50,000            52,625
                                                                                 ------------
TELECOMMUNICATIONS 0.43%
PanAmSat LP/PanAmSat Capital,
   Sr Sub Discount Step-Up Notes
   Zero Coupon^^, 8/1/2003                                          100,000            92,750
                                                                                 ------------
TRANSPORTATION 0.23%
Teekay Shipping, Gtd 1st Pfd Ship
   Mortgage Notes, 8.320%, 2/1/2008                                  50,000            49,813
                                                                                 ------------
UTILITIES 1.00%
DQU-II Funding, Collateral Lease
   Bonds, 8.700%, 6/1/2016                                          200,000           216,164
                                                                                 ------------
TOTAL CORPORATE BONDS
   (Cost $1,628,768)                                                                1,629,991
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $3,849,892)                                                                3,834,613
                                                                                 ------------


<PAGE>



SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 8.09%
Repurchase Agreement with State Street Bank
   & Trust Co dated 12/31/1996 due 1/2/1997
   at 6.500%, repurchased at $1,754,633
   (Collateralized by US Treasury
   Bonds due 11/15/2016 at 7.500%
   value $1,794,186) (Cost $1,754,000)                            1,754,000         1,754,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES AT VALUE 100.00%
   (Cost $19,657,182#)                                                             21,690,465
                                                                                 ============

TOTAL RETURN Portfolio
COMMON STOCKS 60.97%
AEROSPACE & DEFENSE 2.58%
Boeing Co                                                             1,100           117,012
Lockheed Martin                                                       1,300           118,950
Raytheon Co                                                           2,200           105,875
                                                                                 ------------
                                                                                      341,837
                                                                                 ------------
AGRICULTURAL 1.02%
Archer-Daniels-Midland Co                                             6,145           135,190
                                                                                 ------------
AUTOMOBILE RELATED 1.20%
Ford Motor                                                            5,000           159,375
                                                                                 ------------
BANKING 5.51%
Comerica Inc                                                          1,900            99,513
First Chicago NBD                                                     2,600           139,750
First of America Bank                                                 2,200           132,275
First Union                                                           1,500           111,000
State Street Boston                                                   2,100           135,450
Wachovia Corp                                                         2,000           113,000
                                                                                 ------------
                                                                                      730,988
                                                                                 ------------
BUSINESS & COMMERCIAL SERVICES 0.47%
Cognizant Corp*                                                       1,900            62,700
                                                                                 ------------
CHEMICALS 2.07%
Akzo Nobel NV Sponsored ADR                                           1,600           108,000
Great Lakes Chemical                                                  1,900            88,825
Imperial Chemical Industries PLC ADR                                  1,500            78,000
                                                                                 ------------
                                                                                      274,825
                                                                                 ------------
COMPUTER RELATED 2.07%
Compaq Computer*                                                      2,000           148,500
Hewlett-Packard Co                                                    2,500           125,625
                                                                                 ------------
                                                                                      274,125
                                                                                 ------------



<PAGE>



DIVERSIFIED COMPANIES 5.69%
du Pont (E I) de Nemours                                              1,400           132,125
General Electric                                                      1,300           128,537
Hanson PLC Sponsored ADR                                              9,000            60,750
Minnesota Mining & Manufacturing                                      1,600           132,600
National Service Industries                                           5,000           186,875
Textron Inc                                                           1,200           113,100
                                                                                 ------------
                                                                                      753,987
                                                                                 ------------
FINANCE RELATED 1.58%
Deluxe Corp                                                           5,000           163,750
Dun & Bradstreet                                                      1,900            45,125
                                                                                 ------------
                                                                                      208,875
                                                                                 ------------
FOOD PRODUCTS & BEVERAGES 5.23%
Anheuser-Busch Cos                                                    3,000           120,000
General Mills                                                         1,700           107,737
Heinz (H J) Co                                                        3,550           126,912
Kellogg Co                                                            1,300            85,313
PepsiCo Inc                                                           3,900           114,075
Unilever NV New York Shrs                                               800           140,200
                                                                                 ------------
                                                                                      694,237
                                                                                 ------------
FOOD STORES - WHOLESALE 1.07%
SuperValu Inc                                                         5,000           141,875
                                                                                 ------------
HOUSEHOLD APPLIANCES 1.41%
Whirlpool Corp                                                        4,000           186,500
                                                                                 ------------
INSURANCE 3.29%
Marsh & McLennan                                                      1,200           124,800
Ohio Casualty                                                         5,000           177,500
SAFECO Corp                                                           3,400           134,088
                                                                                 ------------
                                                                                      436,388
                                                                                 ------------
INVESTMENT BROKERS 0.82%
Morgan Stanley Group                                                  1,900           108,537
                                                                                 ------------
MEDICAL RELATED - DRUGS 3.54%
Abbott Laboratories                                                   2,500           126,875
American Home Products                                                1,800           105,525
Bristol-Myers Squibb                                                  1,100           119,625
Lilly (Eli) & Co                                                      1,600           116,800
                                                                                 ------------
                                                                                      468,825
                                                                                 ------------


<PAGE>



OIL & GAS RELATED 4.29%
Amoco Corp                                                            1,300           104,650
Exxon Corp                                                            1,400           137,200
Repsol SA Sponsored ADR                                               5,000           190,625
Royal Dutch Petroleum New York
   Registry 5 Gldr Shrs                                                 800           136,600
                                                                                 ------------
                                                                                      569,075
                                                                                 ------------
PAPER & PAPER PRODUCTS 1.85%
Kimberly-Clark Corp                                                   1,400           133,350
Westvaco Corp                                                         3,900           112,125
                                                                                 ------------
                                                                                      245,475
                                                                                 ------------
POLLUTION CONTROL EQUIPMENT &
   SERVICES 0.86%
WMX Technologies                                                      3,500           114,187
                                                                                 ------------
PUBLISHING 0.79%
Gannett Co                                                            1,400           104,825
                                                                                 ------------
RETAIL 5.98%
CVS Corp                                                              2,100            86,888
Circuit City Stores                                                   3,500           105,438
Genuine Parts                                                         3,900           173,550
Giant Food Class A                                                    3,300           113,850
K mart Corp*                                                          8,500            88,188
Penney (J C) Co                                                       2,100           102,375
Sherwin-Williams Co                                                   2,200           123,200
                                                                                 ------------
                                                                                      793,489
                                                                                 ------------
TEXTILES & APPAREL MANUFACTURERS 1.25%
Liz Claiborne                                                         2,000            77,250
Shaw Industries                                                       7,500            88,125
                                                                                 ------------
                                                                                      165,375
                                                                                 ------------
TOBACCO 2.24%
American Brands                                                       2,700           133,987
Imperial Tobacco Group PLC Sponsored ADR*                             2,250            28,547
Philip Morris                                                         1,200           135,150
                                                                                 ------------
                                                                                      297,684
                                                                                 ------------
TRANSPORTATION 1.22%
Caliber System                                                        2,200            42,350
Illinois Central Series A                                             3,750           120,000
                                                                                 ------------
                                                                                      162,350
                                                                                 ------------




<PAGE>



UTILITIES 4.94%
CINergy Corp                                                          3,700           123,488
Edison International                                                  6,300           125,212
NYNEX Corp                                                            1,300            62,563
Telefonica de Espana SA Sponsored ADR                                 2,000           138,500
Telefonos de Mexico SA de CV Sponsored ADR
   Representing Ord Series L Shrs                                     3,400           112,200
Texas Utilities                                                       2,300            93,725
                                                                                 ------------
                                                                                      655,688
                                                                                 ------------
TOTAL COMMON STOCKS
   (Cost $6,677,867)                                                                8,086,412
                                                                                 ------------
FIXED INCOME SECURITIES 31.84%
US Government Obligations 22.10%
US Treasury Bonds
   9.375%, 2/15/2006                                                500,000           601,562
   9.250%, 2/15/2016                                                250,000           317,187
US Treasury Notes
   7.500%, 11/15/2001                                               300,000           315,844
   7.250%, 8/15/2004                                                250,000           263,203
   6.375%, 7/15/1999                                                225,000           227,109
   6.375%, 1/15/2000                                                300,000           302,625
   6.375%, 8/15/2002                                                400,000           402,625
   6.125%, 3/31/1998                                                500,000           501,094
                                                                                 ------------
TOTAL US GOVERNMENT OBLIGATIONS
   (Cost $2,923,550)                                                                2,931,249
                                                                                 ------------
US Government Agency Obligations 5.25%
Federal Home Loan Mortgage, Gold,
   Participation Certificates
   8.000%,10/1/2010                                                  73,351            75,542
   6.500%, 7/1/2001                                                  97,538            97,576
Federal National Mortgage Association
   Gtd Mortgage Pass-Through Certificates
   8.500%, 3/1/2010                                                 145,269           151,245
   6.500%, 5/1/2026                                                 147,730           141,085
   6.000%, 5/1/2009                                                 152,147           147,492
Government National Mortgage Association I
   Pass-Through Certificates
   7.500%, 3/15/2026                                                 83,459            83,542
                                                                                 ------------
TOTAL US GOVERNMENT AGENCY OBLIGATIONS
   (Cost $692,103)                                                                    696,482
                                                                                 ------------
Corporate Bonds 4.49%
BANKING 2.28%
ABN Amro Bank NV, Sub Notes
   7.550%, 6/28/2006                                                200,000           206,826





<PAGE>



NationsBank Corp, Sub Notes,
   6.500%, 3/15/2006                                                100,000            95,642
                                                                                 ------------
                                                                                      302,468
                                                                                 ------------
FOOD PRODUCTS & BEVERAGES 0.74%
PepsiCo Inc, Medium-Term Notes,
   5.875%, 6/1/2000                                                 100,000            98,536
                                                                                 ------------
POLLUTION CONTROL EQUIPMENT &
   SERVICES 1.47%
WMX Technologies, Notes,
   6.375%, 12/1/2003                                                200,000           195,057
                                                                                 ------------
TOTAL CORPORATE BONDS
   (Cost $599,323)                                                                    596,061
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $4,214,976)                                                                4,223,792
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 7.19%
Repurchase Agreement with State Street Bank
   & Trust Co dated 12/31/1996 due 1/2/1997
   at 6.500%, repurchased at $954,345
   (Collateralized  by US Treasury
   Bonds due 5/15/2017 at 8.750%,
   value $985,859) (Cost $954,000)                                  954,000           954,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES AT VALUE 100.00%
   (Cost $11,846,843) (Cost for Income
   Tax Purposes $11,893,579)                                                       13,264,204
                                                                                 ============

UTILITIES Portfolio
COMMON STOCKS 84.11%
OIL & GAS RELATED 17.02%
Coastal Corp                                                          1,250            61,094
Enron Corp                                                            1,200            51,750
ENSERCH Corp                                                            600            13,800
Flores & Rucks*                                                         400            21,300
Key Production*                                                         800            10,200
Louis Dreyfus Natural Gas*                                              850            14,556
MidAmerican Energy Holdings                                             500             7,938
NGC Corp                                                                700            16,275
PanEnergy Corp                                                          700            31,500
Sonat Inc                                                             1,150            59,225
TransCanada PipeLines                                                 2,800            49,000
Union Pacific Resources Group                                         2,400            70,200
Williams Cos                                                          2,250            84,375
                                                                                 ------------
                                                                                      491,213
                                                                                 ------------


<PAGE>



TELECOMMUNICATIONS 8.17%
AT&T Corp                                                             1,200            52,200
Clearnet Communications Class A*                                        700             7,700
Deutsche Telekom AG Sponsored ADR*                                    2,000            41,788
Frontier Corp                                                           850            19,231
Lucent Technologies                                                       1                38
MFS Communications*                                                     600            32,700
McLeod Inc Class A*                                                   1,350            34,425
NEXTEL Communications Class A*                                        1,900            24,819
Portugal Telecom SA Sponsored ADR                                       200             5,650
Telefonica del Peru SA Sponsored ADR
   Representing Class B Shrs                                            300             5,662
Viatel Inc*                                                           1,300            11,700
                                                                                 ------------
                                                                                      235,913
                                                                                 ------------
Utilities 58.92%
ELECTRIC 32.16%
Allegheny Power System                                                1,400            42,525
American Electric Power                                               1,200            49,350
Calpine Corp*                                                         1,000            20,000
Central & South West                                                  1,230            31,519
Central Louisiana Electric                                              950            26,244
CILCORP Inc                                                             300            10,987
CIPSCO Inc                                                            1,400            50,575
DQE Inc                                                               1,000            29,000
Empire District Electric                                                400             7,500
FPL Group                                                             1,500            69,000
Florida Public Utilities                                                500            10,313
GPU Inc                                                                 200             6,725
IES Industries                                                        1,200            35,850
Idaho Power                                                           1,650            51,356
Interstate Power                                                        300             8,700
KU Energy                                                             2,100            63,000
NIPSCO Industries                                                     1,300            51,513
Oklahoma Gas & Electric                                               1,040            43,420
PP&L Resources                                                          600            13,800
PacifiCorp                                                            2,200            45,100
PECO Energy                                                             900            22,725
Portland General                                                        910            38,220
Public Service of Colorado                                            2,500            97,187
SCANA Corp                                                            2,000            53,500
Southern Co                                                             400             9,050
TNP Enterprises                                                       1,500            41,063
                                                                                 ------------
                                                                                      928,222
                                                                                 ------------
GAS 3.99%
Columbia Gas System                                                     800            50,900
Equitable Resources                                                     400            11,900
New Jersey Resources                                                    400            11,700
ONEOK Inc                                                             1,350            40,500
                                                                                 ------------
                                                                                      115,000
                                                                                 ------------


<PAGE>



TELEPHONE 22.77%
ALLTEL Corp                                                           1,400            43,925
Ameritech Corp                                                        1,270            76,994
Bell Atlantic                                                         1,250            80,937
BellSouth Corp                                                        1,970            79,539
Century Telephone Enterprises                                         1,200            37,050
Cincinnati Bell                                                         200            12,325
GTE Corp                                                                250            11,375
NYNEX Corp                                                            1,650            79,406
SBC Communications                                                    1,500            77,625
Southern New England Telecommunications                               2,000            77,750
Sprint Corp                                                           1,200            47,850
US WEST Communications Group                                          1,000            32,250
                                                                                 ------------
                                                                                      657,026
                                                                                 ------------
TOTAL UTILITIES                                                                     1,700,248
                                                                                 ------------
TOTAL COMMON STOCKS
   (Cost $2,329,281)                                                                2,427,374
                                                                                 ------------
PREFERRED STOCKS 0.83%
Utilities 0.83%
ELECTRIC 0.26%
Niagara Mohawk Power, 9.500%,
   Series M Pfd                                                         300             7,425
                                                                                 ------------
GAS 0.57%
MCN Corp, Conv Pfd (Each shr consists
   of five-sixths interest
   in a shr of 8.750% Conv Pfd)                                         600            16,575
                                                                                 ------------
TOTAL PREFERRED STOCKS
   (Cost $20,531)                                                                      24,000
                                                                                 ------------
SHORT-TERM INVESTMENTS - US GOVERNMENT
   AGENCY OBLIGATIONS 15.06%
Federal Home Loan Mortgage
   5.520%, 1/6/1997                                                 100,000            99,923
   5.460%, 1/2/1997                                                 150,000           149,977
   5.350%, 1/7/1997                                                 185,000           184,835
                                                                                 ------------
   (Cost $434,735)                                                                    434,735
                                                                                 ------------
TOTAL INVESTMENT SECURITIES AT VALUE 100.00%
   (Cost $2,784,547#)                                                               2,886,109
                                                                                 ============

</TABLE>


<PAGE>



^ Step up bonds are  obligations  which increase the interest  payment rate at a
  specific point in time. Rate shown reflects current rate which may step up at
  a future date.

* Security is a payment-in-kind (PIK) bond. PIK bonds may make interest payments
  in additional securities.

~ Security may make dividend payments in other types of securities or cash.

* Security is non-income producing.

# Also represents cost for income tax purposes.

^ The following are restricted securities at December 31, 1996:


<TABLE>
<CAPTION>
                                                                                     Value as
                                              Acquisition       Acquisition              % of
Description                                       Date(s)              Cost        Net Assets
- ---------------------------------------------------------------------------------------------

<S>                                            <C>                <C>                <C>   
High Yield Portfolio
Allied Waste North America,
   Sr Sub Notes 10.250%,
   12/1/2006                                     11/25/96          $250,000             1.87%
Brooks Fiber Properties,
   Sr Discount Step-Up Notes
   Zero Coupon, 11/1/2006                         11/1/96           143,231              1.14
Celestica International,
   Gtd Sr Sub Notes
   10.500%, 12/31/2006                           11/12/96           250,000              1.87
Continental Airlines, Sr Notes,
   9.500%, 12/15/2001                             12/4/96           250,000              1.82
Freedom Chemical, Sr Sub Notes,
   10.625%, 10/15/2006                           10/10/96           250,000              1.87
Gorges/Quick-to-Fix Foods,
   Sr Sub Notes 11.500%, 12/1/2006               11/21/96           100,000              0.74
HS Resources, Sr Sub Notes,
   9.250%, 11/15/2006                            11/22/96           248,705              1.82
InterAct Systems, Units                           7/30/96            70,514              0.36
International Home Foods,
   Sr Sub Notes 10.375%, 11/1/2006               10/29/96           250,000              1.85
International Wireless
   Communications Holdings, Units                 9/13/96           108,498              0.78
   LodgeNet Entertainment, Sr Notes
   12/16/96 - 10.250%, 12/15/2006                12/23/96           300,250              2.14
Microcell Telecommunications
   Conditional Warrants (Exp 2006)               11/19/96             9,906              0.10
Warrants (Exp 2006)                              11/19/96             9,906              0.10
Motors & Gears, Sr Notes, Series A,
   10.750%, 11/15/2006                            11/1/96           100,000              0.74
National Energy Group, Sr Notes,
   10.750%, 11/1/2006                            10/29/96           250,000              1.87
Newport News Shipbuilding,
   Sr Sub Notes 9.250%, 12/1/2006                11/21/96           250,000              1.84



<PAGE>



Occidente y Caribe Celular SA,
   Units                                          5/31/96           127,429              0.96
OmniPoint Corp, Sr Notes, Series A,
   11.625%, 8/15/2006                            11/22/96           263,125              1.85
Parker Drilling, Gtd Sr Notes,
   9.750%, 11/15/2006                             11/5/96           248,038              1.87
PriCellular Wireless, Sr Notes,
   10.750%, 11/1/2004                            10/30/96           250,000              1.85
Rayovac Corp, Sr Sub Notes,
   10.250%, 11/1/2006                            10/17/96           250,000              1.83
TV Filme, Sr Notes, 12.875%,
   12/15/2004                                    12/16/96           200,000              1.43
                                                                                 ------------
                                                                                       30.70%
                                                                                 ============
</TABLE>

Summary of Investments by Country

<TABLE>
<CAPTION>
                                                                       % of
                                                  Country        Investment
Country                                              Code        Securities             Value
- ---------------------------------------------------------------------------------------------

<S>                                                  <C>           <C>            <C>
High Yield Portfolio
Argentina                                              AR             1.95%          $261,875
Australia                                              AS              1.76           235,125
Brazil                                                 BR              1.50           200,750
Canada                                                 CA              4.14           554,125
Colombia                                               CO              1.01           135,000
Germany                                                GM              0.41            55,500
United Kingdom                                         UK              2.33           312,500
United States                                          US             86.90        11,638,032
                                                                    -------------------------
                                                                    100.00%       $13,392,907
                                                                    =========================
</TABLE>

See Notes to Financial Statements




<PAGE>

<TABLE>
<CAPTION>
                                   INVESCO Variable Investment Funds, Inc.
                                     Statement of Assets and Liabilities
                                             December 31, 1996

                                                                 High        Industrial             Total
                                                                Yield            Income            Return         Utilities
                                                            Portfolio         Portfolio         Portfolio         Portfolio
                                                          -----------------------------------------------------------------

<S>                                                       <C>               <C>               <C>               <C>
ASSETS
Investment Securities:
   At Cost~                                               $13,076,434       $19,657,182       $11,846,843        $2,784,547
                                                          =================================================================
   At Value~                                              $13,392,907       $21,690,465       $13,264,204        $2,886,109
Cash                                                           36,872                 0             1,237            38,873
Receivables:
   Fund Shares Sold                                           456,146           640,857           158,401             2,108
   Dividends and Interest                                     169,086            70,747            95,556             4,198
Organization Costs                                              7,364             7,364             7,364             7,364
Prepaid Expenses and Other Assets                                 574               846               686               249
                                                          -----------------------------------------------------------------
TOTAL ASSETS                                               14,062,949        22,410,279        13,527,448         2,938,901
                                                          -----------------------------------------------------------------
LIABILITIES
Payables:
   Custodian                                                        0            39,581                 0                 0
   Investment Securities Purchased                                  0                 0                 0           263,926
   Fund Shares Repurchased                                      3,896            14,250               582             1,557
Accrued Expenses and Other Payables                            20,702            14,181            13,763            13,170
                                                          -----------------------------------------------------------------
TOTAL LIABILITIES                                              24,598            68,012            14,345           278,653
                                                          -----------------------------------------------------------------
Net Assets at Value                                       $14,038,351       $22,342,267       $13,513,103        $2,660,248
                                                          =================================================================
NET ASSETS
Paid-in Capital*                                          $13,708,907       $20,308,654       $12,143,988        $2,560,194
Accumulated Undistributed (Distributions in
   Excess of) Net Investment Income                             8,383               330           (1,502)           (1,508)
Accumulated Undistributed Net Realized
   Gain (Loss) on Investment Securities
   and Foreign Currency Transactions                            4,588                 0          (46,744)                 0
Net Appreciation of Investment Securities
   and Foreign Currency Transactions                          316,473         2,033,283         1,417,361           101,562
                                                          -----------------------------------------------------------------
Net Assets at Value                                       $14,038,351       $22,342,267       $13,513,103        $2,660,248
                                                          =================================================================
Shares Outstanding                                          1,191,508         1,559,051         1,023,019           222,570
Net Asset Value, Offering and Redemption
   Price per Share                                            $ 11.78           $ 14.33           $ 13.21           $ 11.95
                                                          =================================================================
</TABLE>


<PAGE>

~ Investment  securities  at cost  and  value  at  December  31,  1996  include
  repurchase agreements of  $609,000,  $1,754,000  and  $954,000 for High Yield,
  Industrial Income and Total Return Portfolios, respectively.

* The Fund has 500 million authorized shares of common stock, par value of $0.01
  per share. Of such shares, 100 million have been allocated to each  individual
  Portfolio. 

See Notes to Financial Statements




<PAGE>


<TABLE>
<CAPTION>
                                 INVESCO Variable Investment Funds, Inc.
                                        Statement of Operations
                                     Year Ended December 31, 1996

                                                                 High        Industrial             Total
                                                                Yield            Income            Return         Utilities
                                                            Portfolio         Portfolio         Portfolio         Portfolio
                                                          -----------------------------------------------------------------

<S>                                                       <C>              <C>               <C>                <C>
INVESTMENT INCOME
INCOME
Dividends                                                 $       399      $    244,513      $    180,891       $    31,028
Interest                                                      843,895           290,332           274,106             5,433
   Foreign Taxes Withheld                                           0           (2,198)           (4,149)             (119)
                                                          -----------------------------------------------------------------
   TOTAL INCOME                                               844,294           532,647           450,848            36,342
                                                          -----------------------------------------------------------------
EXPENSES
Investment Advisory Fees                                       50,693           105,932            77,890             5,716
Transfer Agent Fees                                             5,000             5,000             5,000             5,000
Administrative Fees                                            11,267            12,119            11,558            10,143
Custodian Fees and Expenses                                     9,301            10,691             8,271             3,076
Directors' Fees and Expenses                                    7,856             8,059             7,933             7,532
Organization Expenses                                           3,682             3,682             3,682             3,682
Professional Fees and Expenses                                 18,043            19,083            18,344            15,306
Registration Fees and Expenses                                    151               142               190                97
Other Expenses                                                  5,895             3,706             2,637               488
                                                          -----------------------------------------------------------------
TOTAL EXPENSES                                                111,888           168,414           135,505            51,040
Fees and Expenses Absorbed
   Investment Adviser                                        (38,708)          (34,295)          (37,492)          (39,955)
Fees and Expenses Paid Indirectly                             (5,590)           (7,000)           (4,545)           (2,511)
                                                          -----------------------------------------------------------------
NET EXPENSES                                                   67,590           127,119           93,468              8,574
                                                          -----------------------------------------------------------------
NET INVESTMENT INCOME                                         776,704           405,528           357,380            27,768
                                                          -----------------------------------------------------------------
REALIZED AND UNREALIZED GAIN(LOSS)
   ON INVESTMENT SECURITIES
Net Realized Gain (Loss) on Investment
   Securities and Foreign Currency
   Transactions                                               412,110         1,122,522           (3,764)            30,198
Change in Net Appreciation of Investment
   Securities and Foreign Currency
   Transactions                                               260,801         1,369,048          888,821             87,087
                                                          -----------------------------------------------------------------
NET GAIN ON INVESTMENT SECURITIES                             672,911         2,491,570           885,057           117,285
                                                          -----------------------------------------------------------------
Net Increase in Net Assets from Operations                $ 1,449,615         2,897,098         1,242,437           145,053
                                                          =================================================================
</TABLE>

See Notes to Financial Statements


<PAGE>


<TABLE>
<CAPTION>
                                       INVESCO Variable Investment Funds, Inc.
                                         Statement of Changes in Net Assets
                                               Year Ended December 31

                                                                     High Yield                     Industrial Income
                                                                     Portfolio                           Portfolio
                                                          -------------------------------     ------------------------------
                                                               1996              1995              1996              1995

<S>                                                       <C>               <C>               <C>               <C>    
OPERATIONS
Net Investment Income                                     $   776,704       $   238,738       $   405,528       $   126,346
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions                          412,110           171,439         1,122,522           170,187
Change in Net Appreciation of Investment
   Securities and Foreign Currency Transactions               260,801            55,093         1,369,048           660,022
                                                          -------------------------------     ------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS                  1,449,615           465,270         2,897,098           956,555
                                                          -------------------------------     ------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                       (768,178)         (239,112)         (405,328)         (126,762)
In Excess of Net Investment Income                                  0                 0             (514)                 0
Net Realized Gain on Investment Securities                  (407,604)         (171,439)       (1,121,678)         (170,179)
                                                          -------------------------------     ------------------------------
TOTAL DISTRIBUTIONS                                       (1,175,782)         (410,551)       (1,527,520)         (296,941)
                                                          -------------------------------     ------------------------------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                              13,157,662         7,336,473        15,001,088         8,978,068
Reinvestment of Distributions                               1,175,782           410,551         1,527,203           296,941
                                                          -------------------------------     ------------------------------
                                                           14,333,444         7,747,024        16,528,291         9,275,009
Amounts Paid for Repurchases of Shares                    (5,801,973)       (3,192,335)       (3,917,900)       (2,096,909)
                                                          -------------------------------     ------------------------------
NET INCREASE IN NET ASSETS
   FROM FUND SHARE TRANSACTIONS                             8,531,471         4,554,689        12,610,391         7,178,100
                                                          -------------------------------     ------------------------------
Total Increase in Net Assets                                8,805,304         4,609,408        13,979,969         7,837,714
NET ASSETS
Beginning of Period                                         5,233,047           623,639         8,362,298           524,584
                                                          -------------------------------     ------------------------------
End of Period                                             $14,038,351        $5,233,047       $22,342,267        $8,362,298
                                                          ===============================     ==============================
Accumulated Undistributed (Distributions in
   Excess of) Net Investment Income Included
   in Net Assets at End of Period                         $     8,383        $    (143)       $       330        $    (200)

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


<PAGE>


FUND SHARE TRANSACTIONS
Shares Sold                                                 1,101,791           657,306         1,070,184           764,485
Shares Issued from Reinvestment
   of Distributions                                            99,812            37,188           106,660            23,604
                                                          -------------------------------     ------------------------------
                                                            1,201,603           694,494         1,176,844           788,089
Shares Repurchased                                          (484,030)         (282,878)         (282,515)         (175,375)
                                                          -------------------------------     ------------------------------
Net Increase in Fund Shares                                   717,573           411,616           894,329           612,714
                                                          ===============================     ==============================
</TABLE>

See Notes to Financial Statements



<PAGE>


<TABLE>
<CAPTION>
                                              INVESCO Variable Investment Funds, Inc.
                                         Statement of Changes in Net Assets (Continued)
                                                      Year Ended December 31

                                                                    Total Return                          Utilities
                                                                      Portfolio                           Portfolio
                                                        -------------------------------      ------------------------------
                                                               1996              1995              1996              1995

<S>                                                      <C>               <C>                <C>               <C>
OPERATIONS
Net Investment Income                                    $    357,380      $    128,352      $     27,768       $     1,924
Net Realized Gain (Loss) on Investment
   Securities and Foreign Currency
   Transactions                                               (3,764)             2,985            30,198             (175)
Change in Net Appreciation of Investment
   Securities and Foreign Currency
   Transactions                                               888,821           529,556            87,087            14,475
                                                        -------------------------------      ------------------------------
NET INCREASE IN NET
   ASSETS FROM OPERATIONS                                   1,242,437           660,893           145,053            16,224
                                                        -------------------------------      ------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                       (361,829)         (124,147)          (27,885)           (1,807)
In Excess of Net Investment Income                           (43,701)                 0           (1,508)                 0
                                                        -------------------------------      ------------------------------
Net Realized Gain on Investment Securities                      (781)           (2,985)          (30,023)                 0
                                                        -------------------------------      ------------------------------
TOTAL DISTRIBUTIONS                                         (406,311)         (127,132)          (59,416)           (1,807)
                                                        -------------------------------      ------------------------------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                               7,825,087         7,764,103         2,346,356           282,916
Reinvestment of Distributions                                 406,311           127,132            59,416             1,807
                                                        -------------------------------      ------------------------------
                                                            8,231,398         7,891,235         2,405,772           284,723
Amounts Paid for Repurchases of Shares                    (2,107,418)       (2,926,643)         (120,953)          (34,348)
                                                        -------------------------------      ------------------------------
NET INCREASE IN NET ASSETS
   FROM FUND SHARE TRANSACTIONS                             6,123,980         4,964,592         2,284,819           250,375
                                                        -------------------------------      ------------------------------
Total Increase in Net Assets                                6,960,106         5,498,353         2,370,456           264,792
NET ASSETS
Beginning of Period                                         6,552,997         1,054,644           289,792            25,000
                                                        -------------------------------      ------------------------------
End of Period                                           $  13,513,103      $  6,552,997      $  2,660,248       $   289,792
                                                        ===============================      ==============================
Accumulated Undistributed (Distributions
   in Excess of) Net Investment Income
   Included in Net Assets at End of Period              $     (1,502)      $      4,449      $    (1,508)       $       117

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


<PAGE>


FUND SHARE TRANSACTIONS
Shares Sold                                                   616,196           684,722           201,321            27,466
Shares Issued from Reinvestment
   of Distributions                                            30,758            10,470             4,972               167
                                                        -------------------------------      ------------------------------
                                                              646,954           695,192           206,293            27,633
Shares Repurchased                                          (163,597)         (260,017)          (10,467)           (3,389)
                                                        -------------------------------      ------------------------------
Net Increase in Fund Shares                                   483,357           435,175           195,826            24,244
                                                        ===============================      ==============================
</TABLE>

See Notes to Financial Statements



<PAGE>


                    INVESCO Variable Investment Funds, Inc.
                         Notes to Financial Statements

NOTE 1 - ORGANIZATION  AND SIGNIFICANT  ACCOUNTING  POLICIES.  INVESCO  Variable
Investment Funds, Inc. (the "Fund"),  was incorporated in Maryland and presently
consists of eight separate  Portfolios:  Dynamics  Portfolio,  Growth Portfolio,
Health Sciences  Portfolio,  High Yield Portfolio,  Industrial Income Portfolio,
Small Company Growth Portfolio, Technology Portfolio, Total Return Portfolio and
Utilities Portfolio.  High Yield Portfolio,  Industrial Income Portfolio,  Total
Return  Portfolio  and  Utilities  Portfolio  (the  "Portfolios")  are presented
herein. The investment objectives of the Portfolios are: To seek a high level of
current  income by  investing  principally  in lower  rated bonds and other debt
securities and in preferred stock for the High Yield Portfolio; to seek the best
possible  current income for the  Industrial  Income  Portfolio;  to seek a high
total return on investment  through capital  appreciation and current income for
the Total  Return  Portfolio;  and to seek  capital  appreciation  and income on
securities  of  companies  principally  engaged  in  public  utilities  for  the
Utilities  Portfolio.  Dynamics  Portfolio,  Health  Sciences  Portfolio,  Small
Company  Growth  Portfolio  and  Technology   Portfolio   commenced   investment
operations  on January  1, 1997.  The Fund is  registered  under the  Investment
Company Act of 1940 (the "Act") as a diversified, open-end management investment
company.  The Fund's shares are not offered  directly to the public but are sold
exclusively to life insurance companies ("Participating Insurance Companies") as
a pooled  funding  vehicle for  variable  annuity and  variable  life  insurance
contracts issued by separate accounts of the Participating Insurance Companies.
    The following is a summary of significant  accounting policies  consistently
followed  by the  Fund  in the  preparation  of its  financial  statements.  The
preparation  of financial  statements  in  conformity  with  generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the reported amounts of income and expenses during the reporting period.  Actual
results  could  differ  from those  estimates.  
A.  SECURITY VALUATION - Equity securities traded on national securities 
    exchanges or in the over-the-counter market are valued at the last sales 
    price in the market where such securities are primarily traded. If last 
    sales prices are not available, securities are valued at the highest closing
    bid price obtained from one or more dealers making a market for such 
    securities or by a pricing service approved by the Fund's board of 
    directors.
       Debt  securities  are valued at evaluated  bid prices as  determined by a
    pricing service approved by the Fund's board of directors.  If evaluated bid
    prices are not  available,  debt  securities are valued by averaging the bid
    prices  obtained  from  one  or  more  dealers  making  a  market  for  such
    securities.
       Foreign  securities  are valued at the  closing  price on the  principal
    stock  exchange on which they are traded.  In the event that closing  prices
    are not available for foreign  securities,  prices will be obtained from the
    principal  stock  exchange  at or prior to the  close of the New York  Stock
    Exchange.  Foreign currency exchange rates are determined daily prior to the
    close of the New York Stock Exchange.
       If market  quotations  or  pricing  service  valuations  are not  readily
    available,  securities  are valued at fair value as determined in good faith
    by the  Fund's  board of  directors.  Restricted  securities  are  valued in
    accordance with procedures established by the Fund's board of directors.



<PAGE>


       Short-term  securities are stated at amortized  cost (which  approximates
    market  value) if  maturity is 60 days or less at the time of  purchase,  or
    market value if maturity is greater than 60 days.
       Assets and liabilities initially expressed in terms of foreign currencies
    are translated into U.S. dollars at the prevailing market rates as quoted by
    one or more banks or dealers on the date of valuation.  The  cost of
    securities is translated into U.S. dollars at the rates of exchange 
    prevailing when such securities were acquired.  Income and expenses are
    translated into U.S. dollars  at rates of exchange prevailing when accrued.
B.  REPURCHASE  AGREEMENTS  - Repurchase  agreements  held by the Fund are fully
    collateralized by U.S.  Government  securities and such collateral is in the
    possession of the Fund's  custodian.  The  collateral is evaluated  daily to
    ensure its market value exceeds the current  market value of the  repurchase
    agreements including accrued interest.
C.  SECURITY TRANSACTIONS AND RELATED INVESTMENT INCOME - Security  transactions
    are accounted for on the trade date and dividend income is recorded on the
    ex dividend date.  Certain dividends from foreign securities will be 
    recorded as  soon  as  the  Fund  is  informed  of  the  dividend  if  such
    information is obtained subsequent  to  the  ex  dividend   date.   Interest
    income,  which  may  be  comprised  of stated coupon rate, market  discount
    and original issue discount, is recorded on the accrual basis.
       Discounts on debt securities purchased are amortized over the life of the
    respective security as adjustments to interest  income.  Cost is determined
    on the specific identification basis. The Fund may have elements of risk due
    to concentrated investments in foreign issuers located in a specific 
    country. Such concentrations may subject the Fund to additional risks
    resulting from future political or economic conditions and/or possible 
    impositions of adverse foreign governmental laws or currency exchange  
    restrictions.  Net realized  and  unrealized gain or loss from investments 
    includes fluctuations from currency exchange rates and fluctuations in 
    market value.
       The High Yield Portfolio  invests  primarily in high yield bonds, some of
    which may be rated  below  investment  grade.  These high yield bonds may be
    more  susceptible  than  higher  grade  bonds to real or  perceived  adverse
    economic or industry  conditions.  The secondary market, on which high yield
    bonds are traded,  may also be less liquid than the market for higher  grade
    bonds.
       The Fund's use of  short-term  forward  foreign  currency  contracts  may
    subject  it to  certain  risks as a result  of  unanticipated  movements  in
    foreign  exchange rates.  The Fund does not hold short-term  forward foreign
    currency contracts for trading purposes.  The Fund may hold foreign currency
    in  anticipation  of  settling  foreign  security  transactions  and not for
    investment purposes.
        Restricted  securities held by the Fund may not be sold except in exempt
    transactions or in a public offering  registered under the Securities Act of
    1933. The risk of investing in such securities is generally greater than the
    risk  of  investing  in the  securities  of  widely  held,  publicly  traded
    companies. Lack of a  secondary  market  and  resale  restrictions  may
    result in the inability  of each  Portfolio  to sell a  security  at a fair
    price and may substantially  delay the sale of the security which each
    Portfolio  seeks to sell. In addition,  these  securities may exhibit
    greater price  volatility than securities for which secondary markets exist.
        Investments  in  securities  of   governmental   agencies  may  only  be
    guaranteed by the respective  agency's limited  authority to borrow from the
    U.S.  Government  and may not be  guaranteed by the full faith and credit of
    the United States.


<PAGE>



D.  FEDERAL AND STATE TAXES - The Fund has complied and continues to comply with
    the  provisions  of  the  Internal  Revenue  Code  applicable  to  regulated
    investment  companies  and,  accordingly,   has  made  or  intends  to  make
    sufficient  distributions of net investment  income and net realized capital
    gains,  if any, to relieve it from all federal  and state  income  taxes and
    federal excise taxes.
        Total  Return and  Utilities  Portfolios  incurred  and elected to defer
    post-October 31 net capital losses of $8,192 and $1,911,  respectively,  to
    the year ended  December 31, 1997. Net capital loss  carryovers  utilized in
    1996 by Utilities  Portfolio  amounted to $175. To the extent future capital
    gains are offset by capital loss  carryovers  and deferred  post-October  31
    losses,  such gains will not be distributed to shareholders.  Therefore,  no
    federal income tax provision is required.
        Dividends paid by the Fund from net investment  income and distributions
    of net  realized  short-term  capital  gains  are,  for  federal  income tax
    purposes, taxable as ordinary income to shareholders. Of the ordinary income
    distributions  declared  for the  year  ended  December  31,  1996,  amounts
    qualifying  for the  dividends  received  deduction  available to the Fund's
    corporate shareholders were as follows:

                                                                     Qualifying
Portfolio                                                            Percentages
- --------------------------------------------------------------------------------
High Yield Portfolio                                                    0.03%
Industrial Income Portfolio                                            17.45%
Total Return Portfolio                                                 37.31%
Utilities Portfolio                                                    48.56%

        Investment  income  received  from  foreign  sources  may be  subject to
    foreign  withholding  taxes.  Dividend and interest income is shown gross of
    foreign withholding taxes in the accompanying financial statements.
E.  DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS - Dividends and  distributions
    to shareholders are recorded by the Fund on the ex dividend/distribution 
    date.  The Fund distributes net realized capital gains, if any, to its  
    shareholders at least annually, if not offset by capital loss  carryovers.
    Income distributions and capital gain distributions are determined in
    accordance with income tax regulations which may differ from generally   
    accepted accounting  principles.  These differences are primarily due to
    differing treatments for mortgage-backed  securities, market discounts,
    foreign currency transactions, nontaxable dividends, corporate actions,  net
    operating losses and expired  capital loss carryforwards.
        For the year ended  December 31, 1996,  the effects of such  differences
    were as follows:

                                             Accumulated             Accumulated
                                           Undistributed           Undistributed
                                            Net Realized             Net Gain on
                                              Investment              Investment
Portfolio                                         Income              Securities
- --------------------------------------------------------------------------------
Industrial Income Portfolio                    $   844               $   (844)
Total Return Portfolio                          42,199                (42,199)




<PAGE>



F.  ORGANIZATION COSTS - Organization costs of $73,640 advanced by INVESCO Funds
    Group,  Inc. ("IFG") are amortized and are payable on a straight-line  basis
    over a sixty-month period from the date the Fund commenced  operations.  IFG
    has agreed that if it redeems any of its  initially  acquired  shares of the
    Fund during the five years from the date the Fund commenced operations,  the
    proceeds  payable to it in respect of such  shares  will be reduced by a pro
    rata share of the Fund's unamortized organization costs.
G.  FORWARD FOREIGN CURRENCY CONTRACTS - The Fund enters into short-term forward
    foreign currency contracts in connection with planned purchases or sales  of
    securities as a hedge against fluctuations in foreign exchange rates pending
    the settlement of transactions in foreign securities.  A forward foreign
    currency contract is an agreement between contracting parties to exchange an
    amount of currency at some future time at an agreed upon rate.  These
    contracts are marked-to-market daily and the related appreciation  or
    depreciation of the contracts is presented in the Statement of Assets  and
    Liabilities.
H.  EXPENSES - Each of the Portfolios  bears expenses  incurred  specifically on
    its behalf  and,  in  addition,  each  Portfolio  bears a portion of general
    expenses, based on the relative net assets of each Portfolio.
        Under an agreement  between  each  Portfolio  and the Fund's  Custodian,
    agreed upon  Custodian  Fees and Expenses are reduced by credits  granted by
    the  Custodian  from  any  temporarily  uninvested  cash.  Similarly,  Other
    Expenses,  which include Pricing Expenses,  are reduced by credits earned by
    each  Portfolio   from  security   brokerage   transactions   under  certain
    broker/service arrangements with third parties. Such credits are included in
    Fees and Expenses Paid Indirectly in the Statement of Operations.
        For the year ended December 31, 1996,  Fees and Expenses Paid Indirectly
    consisted of the following:

                                          Custodian Fees                 Other
Portfolio                                  and Expenses                Expenses
- --------------------------------------------------------------------------------
High Yield Portfolio                           $5,562                     $28
Industrial Income Portfolio                     6,196                     804
Total Return Portfolio                          3,981                     564
Utilities Portfolio                             2,511                       0

NOTE 2 - INVESTMENT ADVISORY AND OTHER AGREEMENTS.  IFG serves  as  the   Fund's
investment adviser.  As  compensation for its services to the Fund, IFG receives
an investment advisory fee which is accrued daily at the applicable rate and 
paid monthly.  The fee is based on the annual rate of each Portfolio's average
net assets as follows:

                                                 AVERAGE NET ASSETS
                                     -------------------------------------------
                                      $0 to         $500 Million          Over
                                      $500             to $1               $1
Portfolio                            Million           Billion           Billion
- --------------------------------------------------------------------------------
High Yield Portfolio                  0.60%             0.55%             0.45%
Industrial Income Portfolio           0.75%             0.65%             0.55%
Total Return Portfolio                0.75%             0.65%             0.55%
Utilities Portfolio                   0.60%             0.55%             0.45%



<PAGE>



    In accordance  with a Sub-Advisory  Agreement  between IFG and INVESCO Trust
Company ("ITC"), a wholly owned subsidiary of IFG, investment  decisions of High
Yield,  Industrial  Income and Utilities  Portfolios are made by ITC. A separate
Sub-Advisory Agreement between IFG and INVESCO Capital Management, Inc. ("ICM"),
an  affiliate  of IFG,  provides  that  investment  decisions  of  Total  Return
Portfolio are made by ICM. Fees for such sub-advisory services are paid by IFG.
    In accordance with an Administrative  Agreement,  each Portfolio pays IFG an
annual fee of $10,000,  plus an additional  amount computed at an annual rate of
0.015% of average net assets to provide administrative,  accounting and clerical
services. The fee is accrued daily and paid monthly.
    IFG receives a  transfer agent fee of $5,000 per Portfolio per year. The fee
is paid monthly at one-twelfth of the annual fee.
    IFG has voluntarily  agreed,  in some instances,  to absorb certain fees and
expenses incurred by each Portfolio.
NOTE 3 - PURCHASES AND SALES OF INVESTMENT SECURITIES.  For the year ended 
December 31, 1996, the aggregate cost of purchases and proceeds from sales of 
investment securities (excluding all U.S. Government securities and short-term
securities) were as follows:

Portfolio                                           Purchases          Sales
- --------------------------------------------------------------------------------
High Yield Portfolio                               $37,718,150      $ 30,473,788
Industrial Income Portfolio                         20,105,854        11,200,283
Total Return Portfolio                               3,374,519            53,098
Utilities Portfolio                                  2,515,953           407,466

    The aggregate  cost of purchases and proceeds from sales of U.S.  Government
securities were as follows:

Portfolio                                           Purchases          Sales
- --------------------------------------------------------------------------------
Industrial Income Portfolio                        $2,219,063        $1,013,778
Total Return Portfolio                              3,098,876         1,082,807

NOTE 4 -  APPRECIATION  AND  DEPRECIATION.  At  December  31,  1996,  the  gross
appreciation  of securities in which there was an excess of value over tax cost,
the gross  depreciation  of  securities in which there was an excess of tax cost
over value and the resulting net appreciation by Portfolio were as follows:

                                   Gross             Gross               Net
Portfolio                       Appreciation      Depreciation      Appreciation
- --------------------------------------------------------------------------------
High Yield Portfolio            $   420,248        $  103,775       $   316,473
Industrial Income Portfolio       2,251,930           218,647         2,033,283
Total Return Portfolio            1,599,300           181,939         1,417,361
Utilities Portfolio                 130,695            29,133           101,562

NOTE 5 - TRANSACTIONS WITH AFFILIATES.  Certain of the Fund's officers and
directors are also officers and directors of IFG, ITC or ICM.
    The Fund has adopted an unfunded  deferred  compensation  plan  covering all
independent  directors  of the Fund  who  will  have  served  as an  independent
director for at least five years at the time of retirement.  Benefits under this
plan were based on an annual rate equal to 25% of the  retainer  fee at the time
of retirement.  As of July 1, 1996,  benefits are based on an annual rate of 40%
of the retainer fee at the time of retirement.


<PAGE>


    Pension  expenses  for  the  year  ended  December  31,  1996,  included  in
Directors'  Fees and  Expenses in the  Statement  of  Operations,  and  unfunded
accrued  pension costs and pension  liability  included in Prepaid  Expenses and
Accrued Expenses,  respectively, in the Statement of Assets and Liabilities were
as follows:

                                                   Unfunded
                                    Pension         Accrued             Pension
Portfolio                           Expenses     Pension Costs         Liability
- --------------------------------------------------------------------------------
High Yield Portfolio                  $71              $137              $215
Industrial Income Portfolio            93               227               329
Total Return Portfolio                 82               136               227
Utilities Portfolio                     4                17                20

NOTE 6 - LINE OF CREDIT.  The Fund has  available  a  Redemption  Line of Credit
Facility ("LOC"),  from a consortium of national banks, to be used for temporary
or emergency  purposes to fund redemptions of investor  shares.  The LOC permits
borrowings  to a maximum  of 10% of the Net  Assets at Value of each  respective
Portfolio.  Each Portfolio  agrees to pay annual fees and interest on the unpaid
principal balance based on prevailing market rates as defined in the agreement.
At December 31, 1996, there were no such borrowings.



<PAGE>



                       INVESCO Variable Investment Funds, Inc.
                                 Financial Highlights
                 (For a Fund Share Outstanding Throughout Each Period)

                                                                       Period
                                                                        Ended 
                                            Year Ended December 31   December 31
                                            ----------------------   -----------
                                               1996         1995        1994^
                                            High Yield Portfolio

PER SHARE DATA
Net Asset Value -
   Beginning of Period                       $ 11.04       $ 10.01     $ 10.00
                                            ----------------------   -----------

INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                           0.72          0.55        0.05
Net Gains on Securities
   (Both Realized and
   Unrealized)                                  1.11          1.43        0.01
                                            ----------------------   -----------

Total from Investment
   Operations                                   1.83          1.98        0.06
                                            ----------------------   -----------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income                            0.71          0.55        0.05
Distributions from
   Capital Gains                                0.38          0.40        0.00
                                            ----------------------   -----------
Total Distributions                             1.09          0.95        0.05
                                            ----------------------   -----------
Net Asset Value -
   End of Period                             $ 11.78       $ 11.04     $ 10.01
                                            ======================   ===========

TOTAL RETURN>                                 16.59%        19.76%      0.60%*

RATIOS
Net Assets -- End of
   Period ($000 Omitted)                     $14,033        $5,233     $   624
Ratio of Expenses to
   Average Net Assets#                        0.87%@        0.97%@      0.74%~
Ratio of Net Investment
   Income to Average
   Net Assets#                                 9.19%         8.79%      2.72%~
Portfolio Turnover Rate                         380%          310%        23%*




<PAGE>


^ From May 27, 1994, commencement of operations, to December 31, 1994.

> Total  return does not reflect  expenses  that apply to the related  insurance
  policies, and inclusion of these charges would reduce the total return for the
  periods shown.

* Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
  representative of a full year.

# Various  expenses of the Portfolio  were  voluntarily  absorbed by IFG for the
  years ended December 31, 1996 and 1995 and the period ended December 31, 1994.
  If such expenses had not been voluntarily absorbed, ratio of expenses to
  average net assets would have been 1.32%, 2.71% and 30.38%, respectively, and
  ratio of net investment income to average net assets  would have been 8.74%,
  7.05% and (26.92%), respectively.

@ Ratio is based on Total Expenses of the Portfolio,  less Expenses  Absorbed by
  Investment Adviser, which is before any expense offset arrangements.

~ Annualized



<PAGE>



                            INVESCO Variable Investment Funds, Inc.
                               Financial Highlights (Continued)
                     (For a Fund Share Outstanding Throughout Each Period)



                                                                   Period
                                                                    Ended
                                        Year Ended December 31   December 31
                                      -------------------------- -----------
                                        1996            1995        1994^

                                      Industrial Income Portfolio

PER SHARE DATA
Net Asset Value -
   Beginning of Period                $ 12.58         $ 10.09      $  10.00
                                      -------------------------- ----------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                    0.28            0.19          0.03
Net Gains on Securities
   (Both Realized and
   Unrealized)                           2.52            2.76          0.09
                                      -------------------------- ----------
Total from Investment
   Operations                            2.80            2.95          0.12
                                      -------------------------- ----------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income+                    0.28            0.20          0.03
Distributions from
   Capital Gains                         0.77            0.26          0.00
                                      -------------------------- ----------
Total Distributions                      1.05            0.46          0.03
                                      -------------------------- ----------
Net Asset Value -
   End of Period                      $ 14.33         $ 12.58      $  10.09
                                      ========================== ==========

TOTAL RETURN>                          22.28%          29.25%        1.23%*

RATIOS
Net Assets -
   End of Period
   ($000 Omitted)                     $22,342         $ 8,362      $    525
Ratio of Expenses to
   Average Net Assets#                 0.95%@          1.03%@        0.79%~
Ratio of Net Investment
   Income to Average
   Net Assets#                          2.87%           3.50%        1.69%~
Portfolio Turnover Rate                   93%             97%           0%*
Average Commission
   Rate Paid^^                        $0.0867              -             -



<PAGE>



^  From August 10, 1994, commencement of operations, to December 31, 1994.

+  Distributions  in excess of net investment income for the year ended December
   31, 1996, aggregated less than $0.01 on a per share basis.

>  Total return does not reflect expenses that apply to the related insurance
   policies, and inclusion of these charges would reduce the total return for
   the periods shown.

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
   representative of a full year.

#  Various expenses of the Portfolio  were  voluntarily  absorbed by IFG for the
   years ended December 31, 1996 and 1995 and the period ended December 31, 
   1994. If such expenses had not been voluntarily absorbed, ratio of expenses 
   to average net assets would have been 1.19%, 2.31% and 32.55%, respectively,
   and ratio of net investment income to average net assets would have been
   2.63%, 2.22% and (30.07%), respectively.

@  Ratio is based on Total Expenses of the Portfolio, less Expenses  Absorbed by
   Investment Adviser, which is before any expense offset arrangements.

~  Annualized

^^ The average commission rate paid is the total brokerage  commissions  paid on
   applicable purchases and sales of securities for the period divided by the 
   total number of related shares purchased or sold which is required to be
   disclosed for fiscal years beginning September 1, 1995 and thereafter.



<PAGE>



                      INVESCO Variable Investment Funds, Inc.
                          Financial Highlights (Continued)
               (For a Fund Share Outstanding Throughout Each Period)


                                                                       Period
                                                                        Ended
                                            Year Ended December 31   December 31
                                       ---------------------------   -----------
                                         1996              1995         1994^
                                       Total Return Portfolio

PER SHARE DATA
Net Asset Value -
   Beginning of Period                 $  12.14        $   10.09      $  10.00
                                       ---------------------------   -----------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                      0.36             0.25          0.09
Net Gains on Securities
   (Both Realized and
   Unrealized)                             1.12             2.05          0.09
                                       ---------------------------   -----------
Total from Investment
   Operations                              1.48             2.30          0.18
                                       ---------------------------   -----------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income                       0.36             0.24          0.09
In Excess of Net
   Investment Income                       0.05             0.00          0.00
Distributions from
   Capital Gains                           0.00             0.01          0.00
                                       ---------------------------   -----------
Total Distributions                        0.41             0.25          0.09
                                       ---------------------------   -----------
Net Asset Value -
   End of Period                       $  13.21        $   12.14      $  10.09
                                       ===========================   ===========
TOTAL RETURN>                            12.18%           22.79%        1.75%*

RATIOS
Net Assets -
   End of Period
   ($000 Omitted)                      $ 13,513        $   6,553      $  1,055
Ratio of Expenses to
   Average Net Assets#                   0.94%@           1.01%@        0.86%~
Ratio of Net Investment
   Income to Average
   Net Assets#                            3.44%            3.91%        3.86%~
Portfolio Turnover Rate                     12%               5%           0%*
Average Commission
   Rate Paid^^                         $ 0.0890               -             -



<PAGE>



^  From June 2, 1994, commencement of operations, to December 31, 1994.

>  Total return does not reflect expenses that apply to the related insurance
   policies, and inclusion of these charges would reduce the total return for
   the periods shown.

*  Based  on  operations  for  the  period  shown  and,  accordingly,   are  not
   representative of a full year.

#  Various expenses of the Portfolio  were  voluntarily  absorbed by IFG for the
   years ended December 31, 1996 and 1995 and the period ended December 31, 
   1994. If such expenses had not been voluntarily absorbed, ratio of expenses
   to average net assets would have been 1.30%, 2.51% and 16.44%, respectively,
   and ratio of net investment income to average net assets  would have been 
   3.08%, 2.41% and (11.72%), respectively.

@  Ratio is based on Total Expenses of the Portfolio, less Expenses  Absorbed by
   Investment Adviser, which is before any expense offset arrangements.

~  Annualized

^^ The average commission rate paid is the total brokerage  commissions  paid on
   applicable purchases and sales of securities for the period divided by the 
   total number of related shares purchased or sold which is required to be
   disclosed for fiscal years beginning September 1, 1995 and thereafter.




<PAGE>



                     INVESCO Variable Investment Funds, Inc.
                        Financial Highlights (Continued)
             (For a Fund Share Outstanding Throughout Each Period)

                                                                       Period
                                                                        Ended 
                                          Year Ended December 31     December 31
                                       ---------------------------   -----------
                                          1996              1995         1994+
                                       Utilities Portfolio

PER SHARE DATA
Net Asset Value -
   Beginning of Period                 $   10.84          $  10.00     $  10.00
                                       ---------------------------   -----------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                       0.13              0.07         0.00
Net Gains on Securities
   (Both Realized and
   Unrealized)                              1.26              0.84         0.00
                                       ---------------------------   -----------
Total from Investment
   Operations                               1.39              0.91         0.00
                                       ---------------------------   -----------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income                        0.13              0.07         0.00
In Excess of Net
   Investment Income                        0.01              0.00         0.00
                                       ---------------------------   -----------
Distributions from
   Capital Gains                            0.14              0.00         0.00
                                       ---------------------------   -----------
Total Distributions                         0.28              0.07         0.00
                                       ---------------------------   -----------
Net Asset Value -
   End of Period                       $   11.95          $  10.84     $  10.00
                                       ===========================   ===========

TOTAL RETURN>                             12.76%             9.08%        0.00%

RATIOS
Net Assets -
   End of Period
   ($000 Omitted)                         $2,660              $290          $25
Ratio of Expenses to
   Average Net Assets#                    1.16%@            1.80%@        0.00%
Ratio of Net Investment
   Income to Average
   Net Assets#                             2.92%             2.47%        0.00%
Portfolio Turnover Rate                      48%               24%           0%
Average Commission Rate
   Paid^^                               $  0.1055                -            -


<PAGE>


+  All of the expenses for the Portfolio were voluntarily absorbed by IFG for
   the period ended December 31, 1994, since investment operations did not
   commence during 1994.

>  Total return does not reflect expenses that apply to the related
   insurance policies, and inclusion of these charges would reduce the total
   return for the periods shown.

#  Various expenses of the Portfolio  were  voluntarily  absorbed by IFG for the
   years ended December 31, 1996 and 1995. If such expenses had not been
   voluntarily absorbed, ratio of expenses to average net assets would have been
   5.36% and 57.13%, respectively, and ratio of net investment income to average
   net assets would have been (1.28%) and (52.86%), respectively.

@  Ratio is based on Total Expenses of the Portfolio,  less Expenses Absorbed by
   Investment Adviser, which is before any expense offset arrangements.

^^ The average commission rate paid is the total brokerage  commissions  paid on
   applicable purchases and sales of securities for the period divided by the
   total number of related shares purchased or sold which is required to be
   disclosed for fiscal years beginning September 1, 1995 and thereafter.



<PAGE>



                      Report of Independent Accountants


To the Board of Directors and Shareholders of
INVESCO Variable Investment Funds, Inc.

In our opinion, the accompanying statement of assets and liabilities,  including
the statement of investment securities, and the related statements of operations
and of changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of each of the portfolios constituting
the INVESCO Variable  Investment  Funds, Inc. (the "Fund") at December 31, 1996,
the results of each of their  operations for the year then ended, the changes in
each of their net assets for each of the two years in the period  then ended and
the financial  highlights for each of the periods indicated,  in conformity with
generally  accepted  accounting  principles.   These  financial  statements  and
financial highlights  (hereafter referred to as "financial  statements") are the
responsibility  of the Fund's  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing  standards  which  require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at December  31, 1996 by
correspondence with the custodian and the application of alternative  procedures
for unsettled security transactions,  provide a reasonable basis for the opinion
expressed above.



PRICE WATERHOUSE LLP

Denver, Colorado
January 24, 1997




<PAGE>



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<PAGE>



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<PAGE>



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<PAGE>


INVESCO FUNDS

INVESCO Funds Group, Inc.(SM) Distributor
7800 E. Union Avenue
Post Office Box 173706
Denver, CO 80217-3706

1-800-525-8085

This information must be preceded or accompanied by a current prospectus.





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