INVESCO VARIABLE INVESTMENT FUNDS INC
N-30D/A, 1998-06-04
Previous: PACIFIC GULF PROPERTIES INC, 4, 1998-06-04
Next: WHITE RIVER CORP, DEFM14A, 1998-06-04





Annual Report

December 31, 1997

INVESCO
VARIABLE
INVESTMENT FUNDS

VIF--High Yield Fund
VIF--Industrial Income Fund
VIF--Total Return Fund
VIF--Utilities Fund
VIF--Dynamics Fund
VIF--Growth Fund
VIF--Health Sciences Fund
VIF--Small Company Growth Fund
VIF--Technology Fund



<PAGE>




Economic Overview                                                  January 1998
    After seven years of economic expansion, will 1998 be the year in which the
U.S.  economy  slows  down?  That's the  question  currently  being  pondered by
investment  professionals.  In 1997,  near  perfect  conditions  contributed  to
above-average  economic growth as measured by the Gross Domestic  Product.  This
economic  environment was appropriately  named the "Goldilocks  Economy," as low
inflation,  declining interest rates, and increased worker productivity produced
double-digit  gains  in  operating  earnings  for the  fifth  straight  year for
companies in the S&P 500 - an unprecedented record. Also, consumer confidence in
1997  reached the highest  level in 28 years,  as jobs were  plentiful  and real
wages improved for many Americans.(2)
    Against  this  backdrop,   equity  markets  produced  euphoric  returns  for
investors  - major  equity  market  indexes  (S&P 500 and Dow  Jones  Industrial
Average)  returned  over 20% for the third  straight  year,  the  first  time in
history.  However, most of the gains in 1997 were accumulated in the first eight
months of the  year;  doubts  about  the  sustainability  of  corporate  profits
increased market volatility over the latter half of 1997. In fact, the Dow Jones
Industrial  Average  experienced  swings of greater  than 100 points 52 times in
1997 (27 up days and 25 down).  Fears of slowing  economies in the  Asia/Pacific
Rim region,  and their  effect on the U.S.  economy,  produced  the first market
correction  in more than seven  years - a decline in value of more than 10% from
the indexes' highs.(2)
    Fixed-income markets also produced  above-average  results in 1997; however,
these returns exhibited a different  performance pattern. In the spring of 1997,
fears of inflation and an overheating  economy  encouraged  the Federal  Reserve
Board to increase  short-term  interest  rates by 25 basis  points.  This action
intensified  speculation  that the economy was  expanding  too fast,  and higher
interest  rates  were  needed to cool off the  economy.  However,  as  inflation
remained  subdued,  fears  diminished.  Investors  then focused on the potential
deflationary  pressure  exerted by the Asian currency crisis - producing  strong
returns  for  fixed-income  investors  over the last six  months.  In fact,  the
implied  rate on the 30-year  U.S.  government  bond  started off 1997 at 6.64%,
moved to a high of 7.17% in April,  and experienced a steady decline  throughout
the second half of the year, ending at 5.97%.
    As we move into 1998,  the  investment  landscape  in the U.S.  has  changed
somewhat;  yet, in many  respects,  the economy is still  poised for growth with
benign inflation. Unemployment remains at historically low levels and real wages
are starting to increase.  Intense price  competition is keeping consumer prices
in check;  in many cases,  prices are  declining due to the flood of cheap goods
from Asian countries.  For many companies,  the easy gains in earnings  produced
over the last few years may be more difficult to replicate.  Thus, 1998 may be a
year  with  increased  volatility  in the  equity  markets  -  producing  a more
selective stock market. For the fixed-income  market,  the fundamentals  driving
the rally in bond prices  remain  intact,  with  additional  help from the Asian
crisis.




<PAGE>

INVESCO Variable Investment Funds

    The line  graphs on the  following  pages  illustrate,  for the period  from
inception  through  12/31/97,  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)

VIF--High Yield Fund

                           VIF--High Yield Fund
                        Average Annual Total Return
                            as of 12/31/97 (1)

                       1 year                 17.33%
                       -----------------------------
                       Since inception (5/94) 14.60%
                       -----------------------------

    For the one-year  period ended  12/31/97,  VIF--High  Yield Fund  achieved a
total return of 17.33%.  This easily  outperformed  the Merrill Lynch High Yield
Index,  which over the same period had a total  return of 12.83%.  In  addition,
independent  mutual fund analyst Lipper  Analytical  Services  ranked  VIF--High
Yield Fund #2 of 36 variable  high yield funds for the  three-year  period ended
12/31/97.  For the one-year period,  the fund ranked #4 of 48 funds. (Of course,
past performance is not a guarantee of future results.)(1),(2),(3)

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--High Yield Fund to the value of a $10,000  investment in the Merrill
    Lynch High Yield Index,  assuming in each case reinvestment of all dividends
    and capital gain distributions, for the period from inception (5/94) through
    12/31/97.

    The high-yield  sector again produced  strong returns for investors over the
last year. Through in-depth analysis,  we seek to identify corporate  securities
that we believe are  mispriced by the market,  regardless  of the interest  rate
environment. This value-oriented management style helps limit our risk exposure,
while identifying  undervalued,  high-yield securities whose fundamentals may be
improving.
    Over the last year, the  communications  sector has been one of the dominant
themes in the  portfolio.  Industry  deregulation  has created  enormous  market
potential for  competitive  local exchange  carriers  (CLECs) and rural services
providers. Not only are many of these companies improving fundamentally, but the
rapid pace of consolidation in this sector increases the chance that they may be


<PAGE>



acquired by firms with  stronger  credit  ratings.  Thus,  investors  may have a
chance  for  capital   appreciation  in  two  ways:  through  improving  company
fundamentals  (which  may lead to higher  bond  ratings),  or  through  industry
consolidation.  Both McLeodUSA Inc. and Brooks Fiber Properties  produced strong
returns   for  the  fund  over  the  last   year.   McLeodUSA   Inc.,   a  local
telecommunications  services company, continues to improve fundamentally and its
bonds have appreciated accordingly. In the fall of 1997, Brooks Fiber Properties
produced  significant returns for the fund when it was acquired by WorldCom Inc.
One  company  that we are  enthusiastic  about  for 1998 and 1999 is  Intermedia
Communications.  This company is improving  fundamentally and could be a logical
takeover candidate in the future.
    Many similarities exist between the  communications and energy sectors.  The
latter shows early signs of industry  consolidation and improving  fundamentals.
One company that we are optimistic  about is Ocean Energy,  an offshore  oil/gas
field services company.
    Over  the  last  year,  we did  reduce  the  portfolio's  exposure  to cable
television.  This  industry  had been a theme in the  fund  for some  time,  but
spreads have since tightened in the industry, changing the risk/reward structure
for  investors.   Cable's  fundamentals  remain  strong,  however,  and  we  may
selectively re-enter this market.
    Looking  forward,  we remain  confident  in the belief  that the  high-yield
market offers attractive returns to investors.  This market has the potential to
offer competitive  returns with less risk than the broad equity market,  and may
be appropriate for the aggressive investor.

Fund Management
    VIF--High  Yield Fund is managed by Senior Vice  President  and  Director of
Fixed-Income  Investments  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--Industrial Income Fund

                       VIF--Industrial Income Fund
                        Average Annual Total Return
                             as of 12/31/97 (1)

                       1 year                 28.17%
                       -----------------------------
                       Since inception (8/94) 23.39%
                       -----------------------------



<PAGE>


    For  the  one-year  period  ended  12/31/97,  VIF--Industrial  Income  Fund
achieved a total  return of 28.17%.  During the same  period,  the S&P 500 had a
total  return of 33.35%,  and the Lehman  Government/Corporate  Bond Index had a
total return of 9.76%. (Of course, past performance is not a guarantee of future
results.)(1),(2)

Equity Strategy
    Over the last six months,  we have witnessed a change in market sentiment as
the Asian  currency  crisis  spread from a few  isolated  countries to the whole
Pacific Rim region. That meltdown altered the investment  landscape for domestic
equities,  since it might lead to slower U.S. economic growth. This possibility,
combined with the strong U.S. dollar, may put pressure on corporate earnings for
multinational corporations. We believe there is no quick fix for the crisis, and
1998 is likely to see a more selective stock market with increased volatility.
    In the fall of 1997, we started to reduce the fund's  exposure to firms that
derive a significant portion of their revenues from Asian/Pacific Rim economies.
We feel that many of these companies may experience a contraction in earnings in
the first and second  quarters  of 1998,  as much of their  earnings  growth was
predicated  on strong demand  overseas.  Most of these firms were in the capital
goods,  energy,  and technology  sectors.  Conversely,  we increased exposure to
institutions  that import goods from the Asian/Pacific Rim region and sell their
products domestically, as they should benefit from cheaper imports, while demand
remains strong. This may allow these companies to grow their earnings regardless
of the market environment.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in  VIF-Industrial  Income Fund to the value of a $10,000  investment in the
    S&P 500 and Lehman  Government/Corporate Bond Indexes, assuming in each case
    reinvestment of all dividends and capital gain distributions, for the period
    from inception (8/94) through 12/31/97.

Fixed-Income Strategy
    Fixed-income  markets  rallied  over the last six months,  producing  strong
returns for investors as fears of inflation  subsided.  Within this environment,
we have stayed true to our investment  philosophy  which has been  successful in
the past: using a value-oriented  bond management  style, we attempt to identify
corporate  issues that are  mispriced  by the  market.  These  securities  often
provide  investors  the  opportunity  to enhance  value in multiple  ways.  This
approach is somewhat  unusual for the bond  market,  as we focus more on company
and industry fundamentals, and less on interest rates and Federal Reserve policy
- - although we remain sensitive to both.
    Our  disciplined  approach  continues  to  identify   opportunities  in  the
communications  and  energy  sector,  as well as within the  electric  utilities
industry.  We have also  reduced the fund's  exposure  to the cable  industry as
spreads tightened. We will continue  to  use putable and yield-to-call bonds in


<PAGE>



the portfolio, as these instruments could help provide performance and stability
if the market becomes volatile.
    Looking  forward,  it appears that 1998 may be the year when equity  markets
finally produce more "normal" returns. Dividends are likely to play an important
role in enhancing  shareholder  returns, and the fund invests roughly 65% of its
assets in  dividend-paying  stocks.  The fund also has  approximately 20% of its
assets in bonds,  which  may help  mitigate  stock  market  volatility.  We have
designed  this fund as an  appropriate  core holding for most  portfolios  as it
historically  participated  in market  rallies,  but has  limited  shareholders'
exposure to market declines.

Fund Management
    Senior Vice President and Director of Investments Charles P. Mayer is
responsible for the equity side of the portfolio. An industry veteran with 28
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 Investment Corp.
    Senior Vice President and Director of  Fixed-Income  Investments  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

                            VIF--Total Return Fund
                          Average Annual Total Return
                               as of 12/31/97 (1)

                         1 year                  22.91%
                         ------------------------------
                         Since inception (6/94)  16.39%
                         ------------------------------

    For the one-year  period ended 12/31/97,  VIF--Total  Return Fund achieved a
total return of 22.91%.  During the same period,  the S&P 500 had a total return
of 33.32%, and the Lehman  Government/Corporate Bond Index had a total return of
9.76%.   (Of  course,   past   performance   is  not  a   guarantee   of  future
results.)(1),(2)
    The fund seeks to add value in three ways:  through asset allocation,  stock
selection, and bond strategy. Asset allocation is based on the spread of returns
between  bonds  and  stocks.  If  this  relationship  is  out-of-line  with  the
historical spread of three percent, then the fund's asset mix is adjusted, with


<PAGE>



60% stocks and 40% bonds  considered  a neutral  position.  As of  12/31/97,  we
slightly  favored  equities,  with an approximate  allocation of 22% bonds,  63%
equities, and 15% in cash and cash equivalents.  Historically,  our value-based,
conservative   investment   philosophy  has  helped  create  a   higher-quality,
lower-risk portfolio with minimal portfolio turnover.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in  VIF--Total  Return Fund to the value of a $10,000  investment in the S&P
    500 and Lehman  Government/Corporate  Bond  Indexes,  assuming  in each case
    reinvestment of all dividends and capital gain distributions, for the period
    from inception (6/94) through 12/31/97.

    Although  individual  stock selection  drives the equity  performance of the
fund, we remain  intrigued by  opportunities  in two industries -- utilities and
large-cap pharmaceuticals.  Many stocks in these industries appear to be selling
at reasonable valuations, with improving fundamentals. Stocks that have enhanced
the fund's returns over the last year are Abbott Laboratories, Dun & Bradstreet,
and Fannie Mae.
    Our bond selection process seeks to identify  securities  undervalued by the
broad market.  Investment  decisions are highly dependent on our analysis of the
Federal Reserve Board policy.  Earlier this year, our evaluation  suggested that
the Fed might  tighten  credit  availability,  and we  structured  the portfolio
accordingly. This strategy paid off for the fund, when the Fed raised short-term
interest rates in March.  However,  as the Asian currency crisis  unfolded,  the
fixed-income  market experienced lower interest rates and a flight to quality by
investors.  This benefited the fund as it was heavily  invested in  high-quality
securities, which appreciated significantly. The Asian crisis has also caused us
to revise our view of Federal Reserve policy.  For most of the year, we believed
that the Fed had a bias  towards  tightening.  However,  we are  presently  more
neutral, and the portfolio has been adjusted accordingly.

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.


<PAGE>

VIF--Utilities Fund

                            VIF--Utilities Fund
                         Average Annual Total Return
                             as of 12/31/97 (1)

                       1 year                 23.41%
                       -----------------------------
                       Since inception (1/95) 14.93%
                       -----------------------------

    For the one-year period ended 12/31/97, VIF--Utilities Fund achieved a total
return of 23.41%.  During the same period,  the Dow Jones  Utilities Index had a
total  return of 17.43%.  (Of course,  past  performance  is not a guarantee  of
future results.)(1),(2)
    The  utilities  sector  experienced  increased  volatility  over the last 12
months. Earlier this year, a jumpy bond market, milder-than-expected winter, and
a  communications  sell-off  during the spring stock market decline all tempered
the fund's  returns.  However,  as summer arrived,  fundamentals  for the sector
improved   and  fund   performance   accelerated.   Within  this   unpredictable
environment,  we remain committed to investing in the best growth  opportunities
in   the   utilities    sector   -   primarily    among   electric    utilities,
telecommunications, and natural gas and oil.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--Utilities Fund to the value of a $10,000 investment in the Dow Jones
    Utilities  Index,  assuming in each case  reinvestment  of all dividends and
    capital gain  distributions,  for the period from  inception  (1/95) through
    12/31/97.

    Over the  last six  months,  strong  results  were  produced  by the  energy
industry,  especially natural gas pipeline  companies.  The latter is benefiting
from  being  one  of the  first  industries  to go  through  deregulation.  With
structural changes now behind it, market-leading,  low-cost providers of natural
gas continue to enhance their  profitability.  An added bonus is that  improving
supply-and-demand fundamentals have translated into increased prices for natural
gas and oil  companies.  Presently,  one of our  favorite  energy  companies  is
Coastal Corp. (which has produced significant returns for the fund over the last
year).
    Conversely,  the  electric  utility  industry is in a period of  transition.
Deregulation has forced structural  changes which should allow the best electric
companies to increase their revenue and earnings. The fund continues to focus on
low-cost  providers like Duke Energy, a market leader with proven  management in
the southeastern U.S.
    In the telecommunication industry, RBOCs (Regional Bell Operating Companies)
remain among our favorites.  These companies continue to deliver strong earnings
growth rates compared to electric utilities, while paying a high-dividend yield.

<PAGE>


Companies like SBC  Communications  and BellSouth  Corp.  have enhanced the
fund's  performance  over the last year.  Another strong  performer for the fund
(but  not  a  RBOC)  was  Century  Telephone  Enterprises.  This  company  is  a
broad-based rural service provider -- servicing 14 states -- which enjoys strong
earnings growth by focusing on its niche market.
    Looking  forward,  the  utilities  sector  continues to go through  positive
structural changes.  When this evolution is finally complete,  the sector should
be more profitable and efficient.  Not only are the long-term  growth  prospects
good, the defensive characteristics of utility stocks are still present -- which
may add a degree of stability for investors exposed to the broad equity market.

Fund Management
    Effective  July 1,  1997,  Brian  B.  Hayward  assumed  responsibilities  of
portfolio manager of  VIF--Utilities  Fund.  Previously,  he was a senior equity
analyst for  Mississippi  Valley  Advisors in St. Louis,  Missouri and began his
investment  career  in  1985.  Brian  earned  a BA  in  Mathematics  and a MA in
Economics from the University of Missouri. He is a Chartered Financial Analyst.

VIF--Dynamics Fund

                           VIF--Dynamics Fund
                      Total Return Since Inception
                            as of 12/31/97 (1)
                     ------------------------------
                      Since inception (8/97) 3.40%
                     ------------------------------

    In its limited performance  history, the fund's return from inception (8/97)
through  12/31/97,  was 3.40%.  During the same time period,  the S&P MidCap 400
Index returned 6.63%.(1),(2)
    The fund uses a disciplined investment approach by investing in a core group
of  higher-quality,  market-leading  growth  companies;  the remaining  holdings
consist of  rapidly  accelerating  growth  companies,  which tend to  experience
higher volatility.  This strategy offers exposure to the faster-growing  sectors
of the economy, which typically include health care, technology, communications,
and selected consumer growth companies.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--Dynamics Fund to the value of a $10,000 investment in the S&P MidCap
    400 Index,  assuming in each case  reinvestment of all dividends and capital
    gain distributions, for the period from inception (8/97) through 12/31/97.




<PAGE>


Fund Management
    VIF--Dynamics Fund is managed by INVESCO Senior Vice President Timothy J.
Miller and portfolio manager Thomas R. Wald. Tim, who heads up our growth
investing team, received his MBA from the University of Missouri, and a BSBA
from St. Louis University. An 18-year veteran of the investment business, he is
a Chartered Financial Analyst. Before joining INVESCO in 1992, Tim was an
analyst and portfolio manager with Mississippi Valley Advisors.
    Thomas R. Wald assumed  responsibilities  of  co-manager in October 1997. He
received his MBA from The Wharton School,  University of Pennsylvania,  and a BA
from  Tulane  University.  Before  joining  INVESCO in 1997,  Tom was the senior
health care analyst at Munder Capital Management.

VIF--Growth Fund

                            VIF--Growth Fund
                      Total Return Since Inception
                            as of 12/31/97 (1)

                      ------------------------------
                       Since inception (8/97) 6.90%
                      ------------------------------

    In its limited performance  history, the fund's return from inception (8/97)
through 12/31/97,  was 6.90%.  During the same time period, the S&P 500 returned
2.47%.(1),(2)
    The fund focuses on classic growth companies (such as Coca-Cola Co., General
Electric,  Microsoft Corp., and Pfizer,  Inc.),  while remaining exposed to some
faster-growing,  more volatile stocks. However, the large-capitalization  growth
companies will make up the foundation of the portfolio.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in  VIF--Growth  Fund to the  value of a $10,000  investment  in the S&P 500
    Index,  assuming in each case reinvestment of all dividends and capital gain
    distributions, for the period from inception (8/97) through 12/31/97.


Fund Management
    VIF--Growth Fund is managed by Senior Vice President  Timothy J. Miller.  He
received  his MBA from the  University  of  Missouri,  and a BSBA from St. Louis
University.  An 18-year  veteran of the investment  business,  he is a Chartered
Financial Analyst and heads up our growth investing team. Before joining INVESCO
in 1992,  Tim was an analyst  and  portfolio  manager  with  Mississippi  Valley
Advisors.
    Trent E. May serves as  co-manager  for the fund.  He received a BS from the
Florida  Institute of Technology and a MBA from Rollins College.  Before joining
INVESCO in 1996, Trent was a senior equity manager/equity analyst with Munder
Capital Management. He is a Chartered Financial Analyst.

<PAGE>





VIF--Health Sciences Fund

                       VIF--Health Sciences Fund
                      Total Return Since Inception
                            as of 12/31/97 (1)

                      Since inception (5/97) 10.40%
                      -----------------------------

    In its limited performance  history, the fund's return from inception (5/97)
through 12/31/97,  was 10.40%. During the same time period, the S&P 500 returned
22.66%.(1),(2)
    The fund  invests  primarily  in the equity  securities  of  companies  that
develop, produce, or distribute products and/or services related to health care.
These industries include medical equipment or supplies, pharmaceuticals,  health
care  facilities,  and  applied  research  and  development  of new  products or
services.
    Looking  forward,  we plan to keep the portfolio  skewed  towards  large-cap
pharmaceuticals,  while  avoiding  health care  delivery  companies  until their
fundamentals  improve.  Pharmaceutical  firms are  benefiting  from  strong  new
product  pipelines  and an  improved  regulatory  environment.  Another  area of
interest is medical devices,  as we believe new products may improve this area's
fundamentals.

Fund Management
    VIF--Health  Sciences Fund is managed by INVESCO  Senior Vice President John
R. Schroer, a Chartered  Financial Analyst.  He started his investment career in
1989, after earning an MBA and BA from the University of Wisconsin.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--Health Sciences Fund to the value of a $10,000 investment in the S&P
    500 Index,  assuming in each case  reinvestment of all dividends and capital
    gain distributions, for the period from inception (5/97) through 12/31/97.


VIF--Small Company Growth Fund

                        VIF-Small Company Growth Fund
                         Total Return Since Inception
                              as of 12/31/97 (1)

                        Since inception (8/97) -0.90%
                       ------------------------------

<PAGE>





    In its limited performance  history, the fund's return from inception (8/97)
through  12/31/97,  was -0.90%.  During the same time  period,  the Russell 2000
Index returned 3.73%.(1),(2)
    The fund invests in  companies  with market  capitalization  of a billion or
less at purchase,  which have the potential to grow their  earnings  faster than
the  small-cap  market in general.  Our strategy  focuses on the  faster-growing
sectors of the economy:  health  care,  technology,  and  consumer  cyclicals --
although fund performance is typically driven by individual stock selection.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--Small  Company  Growth Fund to the value of a $10,000  investment in
    the Russell 2000 Index,  assuming in each case reinvestment of all dividends
    and capital gain distributions, for the period from inception (8/97) through
    12/31/97.


Fund Management
    Stacie L. Cowell is the portfolio manager of VIF--Small Company Growth Fund.
She  earned her BA in  Economics  from  Colgate  University  and is a  Chartered
Financial  Analyst.  Prior to  joining  INVESCO,  Stacie  was a senior  equities
analyst  with  Founders  Asset  Management,  and a capital  markets  and trading
analyst with Chase  Manhattan Bank. She is assisted by co-managers Tim J. Miller
and Trent E. May.
    Tim,  a senior  vice  president,  heads up our  growth  investing  team.  He
received  his MBA from the  University  of  Missouri,  and a BSBA from St. Louis
University.  An 18-year  veteran of the investment  business,  he is a Chartered
Financial  Analyst.  Before  joining  INVESCO in 1992,  Tim was an  analyst  and
portfolio manager with Mississippi Valley Advisors.
    Trent received a BS from the Florida  Institute of Technology and a MBA from
Rollins  College.  Before  joining  INVESCO in 1996,  Trent was a senior  equity
manager/equity  analyst  with  Munder  Capital  Management.  He  is a  Chartered
Financial Analyst.

VIF--Technology Fund

                           VIF--Technology Fund
                       Total Return Since Inception
                               as of 12/31/97

                      Since inception (5/97) 14.80%
                      -----------------------------


<PAGE>




    In its limited performance  history, the fund's return from inception (5/97)
through 12/31/97,  was 14.80%. During the same time period, the S&P 500 returned
22.66%.(1),(2)
    The fund invests in the fastest-growing  companies in the technology sector.
We believe  that this sector will be a major  engine of growth for the U.S.  and
world economies in coming years.  Although short-term  volatility is likely, the
dynamic potential for long-term growth remains bright.

Fund Management
    VIF--Technology  Fund is  co-managed  by  Senior  Vice  President  Daniel B.
Leonard and Vice  President  Gerard  Hallaren.  Dan's  experience  in investment
management  extends back to 1960. He joined  INVESCO in 1975 and is now a senior
vice president.  He attended the New York University Graduate School of Business
and holds a BA from Washington & Lee University.  Gerard,  who joined INVESCO in
1994,  earned his BA from the  University of  Massachusetts  at Amherst and is a
Chartered Financial Analyst.

Graph:
    This line graph represents a comparison of the value of a $10,000 investment
    in VIF--Technology  Fund to the value of a $10,000 investment in the S&P 500
    Index,  assuming in each case reinvestment of all dividends and capital gain
    distributions, for the period from inception (5/97) through 12/31/97.


(1)Total return assumes reinvestment of dividends and capital gain distributions
for the  periods  indicated.  Past  performance  is not a  guarantee  of  future
results.  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 S&P MidCap 400 is an unmanaged
index  indicative  of domestic  mid-capitalization  stocks,  while the Dow Jones
Industrial  Average reflects  performance of  large-capitalization  stocks.  The
Russell 2000 is an unmanaged index indicative of smaller-capitalization  stocks,
while the Dow Jones Utilities  Index is an unmanaged index of utilities  stocks.
The Lehman  Government/Corporate  Bond and Merrill  Lynch High Yield Indexes are
unmanaged indexes indicative of the broad  fixed-income and high-yield  markets,
respectively.

(3)Rankings provided by Lipper Analytical Services, an independent fund analyst,
are based  upon  total  return  performance  unadjusted  for  commissions.  When
available, rankings are cited for one-, five, and 10-year periods.


<PAGE>

<TABLE>
<CAPTION>


                      INVESCO Variable Investment Funds, Inc.
                        Statement of Investment Securities
                             December 31, 1997

- ----------------------------------------------------------------------------------------------
                                                  Country      Shares,Units
                                                  Code if      or Principal
Description                                        Non US            Amount             Value
- ----------------------------------------------------------------------------------------------

<S>                                                  <C>               <C>      <C>   
DYNAMICS Portfolio
COMMON STOCKS 100.00%
AEROSPACE & DEFENSE 1.02%
Sundstrand Corp                                                          50      $      2,519
                                                                                 ------------
AIRLINES 0.62%
Air Express International                                                50             1,525
                                                                                 ------------
BANKS 4.72%
Mercantile Bancorp                                                       25             1,537
Southtrust Corp                                                          50             3,172
State Street                                                             50             2,909
Summit Bancorp                                                           75             3,994
                                                                                 ------------
                                                                                       11,612
                                                                                 ------------
BEVERAGES 1.44%
Coca-Cola Enterprises                                                   100             3,556
                                                                                 ------------
BROADCASTING 3.03%
Clear Channel Communications*                                            50             3,972
Sinclair Broadcast Group Class A*                                        75             3,497
                                                                                 ------------
                                                                                        7,469
                                                                                 ------------
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 3.87%
CIENA Corp*                                                              75             4,584
Nokia Corp Sponsored ADR Representing
   A Shrs                                                                50             3,500
PairGain Technologies*                                                   75             1,453
                                                                                 ------------
                                                                                        9,537
                                                                                 ------------
COMPUTER RELATED 11.46%
Autodesk Inc                                                             75             2,775
Bay Networks*                                                           150             3,834


<PAGE>



Cadence Design Systems                                                  100      $      2,450
Cisco Systems*                                                           75             4,181
Cognos Inc*                                                             100             2,300
Electronic Arts*                                                        125             4,727
HMT Technology*                                                         100             1,300
Microsoft Corp*                                                          25             3,231
Parametric Technology*                                                   50             2,369
Remedy Corp*                                                             50             1,050
                                                                                 ------------
                                                                                       28,217
                                                                                 ------------
ELECTRICAL EQUIPMENT 1.17%
Linear Technology                                                        50             2,881
                                                                                 ------------
ELECTRONICS 1.40%
Parker-Hannifin Corp                                                     75             3,441
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 3.91%
Altera Corp                                                              50             1,656
Analog Devices                                                          100             2,769
Maxim Integrated Products                                               100             3,450
Xilinx Inc*                                                              50             1,753
                                                                                 ------------
                                                                                        9,628
                                                                                 ------------
ENGINEERING & CONSTRUCTION 0.50%
Chicago Bridge & Iron NV New York Shrs                                   75             1,219
                                                                                 ------------
FINANCIAL 5.15%
Crestar Financial                                                        50             2,850
Edwards (A G) Inc                                                        50             1,987
Franklin Resources                                                       50             4,347
Northern Trust                                                           50             3,487
                                                                                 ------------
                                                                                       12,671
                                                                                 ------------
GAMING 1.20%
Midway Games*                                                           100             1,819
Mirage Resorts*                                                          50             1,137
                                                                                 ------------
                                                                                        2,956
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 1.98%
Watson Pharmaceuticals                                                  150             4,866
                                                                                 ------------              

<PAGE>



                                                                                 
HEALTH CARE RELATED 3.09%
HBO & Co                                                                100      $      4,800
Stryker Corp                                                             75             2,794
                                                                                 ------------
                                                                                        7,594
                                                                                 ------------
HOUSEHOLD FURNITURE & APPLIANCES 1.23%
Philips Electronics NV New York
   Registered Shrs                                                       50             3,025
                                                                                 ------------
INSURANCE 1.22%
Progressive Corp                                                         25             2,997
                                                                                 ------------
INVESTMENT BANK/BROKER FIRM 1.55%
Lehman Brothers Holdings                                                 75             3,825
                                                                                 ------------
LEISURE TIME 2.11%
International Game Technology                                           100             2,525
Royal Caribbean Cruises Ltd                                              50             2,666
                                                                                 ------------
                                                                                        5,191
                                                                                 ------------
MACHINERY 4.75%
Aeroquip-Vickers Inc                                                     75             3,680
Case Corp                                                                50             3,022
Cincinnati Milacron                                                      75             1,945
Ingersoll-Rand Co                                                        75             3,037
                                                                                 ------------
                                                                                       11,684
                                                                                 ------------
MANUFACTURING 1.81%
Eaton Corp                                                               50             4,462
                                                                                 ------------
OFFICE EQUIPMENT & SUPPLIES 1.49%
US Office Products                                                      187             3,670
                                                                                 ------------
OIL & GAS RELATED 9.94%
Apache Corp                                                             125             4,383
Canadian Occidental Petroleum                                           150             3,394
Coflexip SA Sponsored ADR                                                50             2,775
Cooper Cameron                                                           75             4,575
EEX Corp*                                                               250             2,266
Nabors Industries*                                                      125             3,930
National Energy Group*                                                  300             1,219


<PAGE>



Seagull Energy*                                                          50      $      1,031
Vastar Resources                                                         25               894
                                                                                 ------------
                                                                                       24,467
                                                                                 ------------
POLLUTION CONTROL 2.20%
Laidlaw Inc                                                             100             1,363
USA Waste Services*                                                     103             4,043
                                                                                 ------------
                                                                                        5,406
                                                                                 ------------
PUBLISHING 0.54%
Applied Graphics Technologies*                                           25             1,331
                                                                                 ------------
RAILROADS 0.97%
Kansas City Southern Industries                                          75             2,381
                                                                                 ------------
RETAIL 7.85%
Costco Cos*                                                              75             3,347
Home Depot                                                              100             5,887
Meyer (Fred) Inc                                                        100             3,637
Nordstrom Inc                                                            75             4,528
Tandy Corp                                                               50             1,928
                                                                                 ------------
                                                                                       19,327
                                                                                 ------------
SAVINGS & LOAN 1.96%
Charter One Financial                                                    26             1,641
Washington Mutual                                                        50             3,191
                                                                                 ------------
                                                                                        4,832
                                                                                 ------------
SERVICES 6.47%
Avis Rent A Car *                                                        50             1,597
Budget Group Class A*                                                    50             1,728
i2 Technologies*                                                         50             2,637
Omnicom Group                                                           100             4,237
Robert Half International                                                75             3,000
Snyder Communications*                                                   75             2,738
                                                                                 ------------
                                                                                       15,937
                                                                                 ------------
TELECOMMUNICATIONS -
   CELLULAR & WIRELESS 2.02%
Nextel Communications Class A*                                          150             3,900


<PAGE>



NEXTLINK Communications Class A*                                         50      $      1,066
                                                                                 ------------
                                                                                        4,966
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 5.80%
Brooks Fiber Properties*                                                 50             2,750
ICG Communications*                                                      75             2,044
Teleport Communications Group Class A*                                   75             4,116
Teligent Inc Class A*                                                    50             1,231
WinStar Communications*                                                  75             1,870
WorldCom Inc*                                                            75             2,269
                                                                                 ------------
                                                                                       14,280
                                                                                 ------------
TELEPHONE 2.25%
Century Telephone Enterprises                                            50             2,491
Intermedia Communications*                                               50             3,037
                                                                                 ------------
                                                                                        5,528
                                                                                 ------------
TEXTILE - APPAREL
   MANUFACTURING 1.28%
Warnaco Group Class A                                                   100             3,138
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $242,022#)                                                                   246,138
                                                                                 ============


GROWTH Portfolio
COMMON STOCKS 100.00%
BANKS 4.97%
BankAmerica Corp                                                         50             3,650
Citicorp                                                                 75             9,483
                                                                                 ------------
                                                                                       13,133
                                                                                 ------------
BEVERAGES 7.91%
Coca-Cola Co                                                            150             9,994
PepsiCo Inc                                                             300            10,931
                                                                                 ------------
                                                                                       20,925
                                                                                 ------------


<PAGE>



CHEMICALS 3.41%
du Pont (E I) de Nemours                                                150      $      9,009
                                                                                 ------------
COMPUTER RELATED 13.10%
Bay Networks*                                                           200             5,113
Hewlett-Packard Co                                                      150             9,375
International Business Machines                                         100            10,456
Microsoft Corp*                                                          75             9,694
                                                                                 ------------
                                                                                       34,638
                                                                                 ------------
ELECTRICAL EQUIPMENT 4.16%
General Electric                                                        150            11,006
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 5.26%
Intel Corp                                                              100             7,025
Maxim Integrated Products                                               200             6,900
                                                                                 ------------
                                                                                       13,925
                                                                                 ------------
ENTERTAINMENT 1.87%
Disney (Walt) Co                                                         50             4,953
                                                                                 ------------
FINANCIAL 2.16%
Federal National Mortgage Association                                   100             5,706
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 20.89%
Bristol-Myers Squibb                                                    100             9,463
Johnson & Johnson                                                       175            11,528
Lilly (Eli) & Co                                                        125             8,703
Merck & Co                                                              100            10,625
Pfizer Inc                                                              200            14,912
                                                                                 ------------
                                                                                       55,231
                                                                                 ------------
HOUSEHOLD PRODUCTS 6.55%
Colgate-Palmolive Co                                                    100             7,350
Procter & Gamble                                                        125             9,977
                                                                                 ------------
                                                                                       17,327
                                                                                 ------------
INSURANCE 4.11%
American International Group                                            100            10,875
                                                                                 ------------


<PAGE>



OIL & GAS RELATED 7.57%
Exxon Corp                                                              150       $     9,178
Royal Dutch Petroleum New York
   Registry 1.25 Gldr Shrs                                              200            10,838
                                                                                 ------------
                                                                                       20,016
                                                                                 ------------
PERSONAL CARE 0.95%
Gillette Co                                                              25             2,511
                                                                                 ------------
RESTAURANTS 0.33%
Tricon Global Restaurants*                                               30               872
                                                                                 ------------
RETAIL 4.10%
Wal-Mart Stores                                                         275            10,845
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 2.32%
AT&T Corp                                                               100             6,125
                                                                                 ------------
TELEPHONE 6.91%
Bell Atlantic                                                            60             5,460
SBC Communications                                                      175            12,819
                                                                                 ------------
                                                                                       18,279
                                                                                 ------------
TOBACCO 3.43%
Philip Morris                                                           200             9,062
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $246,908#)                                                              $    264,438
                                                                                 ============


HEALTH SCIENCES Portfolio
COMMON STOCKS 100.00%
BIOTECHNOLOGY 7.89%
Emisphere Technologies*                                                 250             4,656
Genentech Inc Special Cmn*                                              215            13,034
IDEC Pharmaceuticals*                                                   100             3,437
PathoGenesis Corp*                                                      100             3,713
Sepracor Inc*                                                            55             2,203
                                                                                 ------------
                                                                                       27,043
                                                                                 ------------ 

<PAGE>



                                                                                 
CHEMICALS 0.61%
Monsanto Co                                                              50      $      2,100
                                                                                 ------------
DRUGS 65.63%
ALZA Corp                                                               200             6,363
Abbott Laboratories                                                     200            13,112
Bristol-Myers Squibb                                                    235            22,237
Forest Laboratories*                                                    200             9,862
Glaxo Wellcome PLC Sponsored ADR
   Representing 2 Ord Shrs                                              300            14,363
ICN Pharmaceuticals                                                     300            14,644
Johnson & Johnson                                                       200            13,175
Lilly (Eli) & Co                                                        330            22,976
MedImmune Inc*                                                          145             6,217
Merck & Co                                                              195            20,719
Pfizer Inc                                                              300            22,369
Schering-Plough Corp                                                    330            20,501
SmithKline Beecham PLC Sponsored ADR
   Representing Ord A Shrs                                              470            24,176
Warner-Lambert Co                                                       115            14,260
                                                                                 ------------
                                                                                      224,974
                                                                                 ------------
HEALTH CARE - SERVICES 8.77%
HBO & Co                                                                340            16,320
McKesson Corp                                                            85             9,196
Quorum Health Group*                                                     60             1,568
Transition Systems*                                                     135             2,987
                                                                                 ------------
                                                                                       30,071
                                                                                 ------------
MEDICAL EQUIPMENT & DEVICES 17.10%
Guidant Corp                                                            370            23,032
IDEXX Laboratories*                                                     150             2,391
Medtronic Inc                                                           260            13,601
ResMed Inc*                                                             245             6,891
Sofamor/Danek Group*                                                    195            12,687
                                                                                 ------------
                                                                                       58,602
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $309,027)
   (Cost for Income Tax Purposes $311,070)                                       $    342,790
                                                                                 ============

<PAGE>



                                                                                


HIGH YIELD  Portfolio
FIXED INCOME  SECURITIES  93.62% 
Corporate  Bonds 93.62%
AGRICULTURAL PRODUCTS 0.86%
Imperial Holly, Sr Sub Notes^,
9.750%, 12/15/2007                                                  250,000           251,562
                                                                                 ------------
AIR FREIGHT 0.90%
Navigator Gas Transport PLC, 1st
   Priority Ship Mortgage Notes^
   10.500%, 6/30/2007                                  UK           250,000           265,000
                                                                                 ------------
BROADCASTING 8.10%
Allbritton Communications, Sr Sub
   Deb, Series B, 9.750%, 11/30/2007                                400,000           410,000
Chancellor Media-Los Angeles,
   Sr Sub Notes^, 8.125%, 12/15/2007                                750,000           734,062
Commodore Media, Sr Sub Step-Up
   Notes, 7.500%^^, 5/1/2003                                        415,000           464,800
EchoStar Communications, Gtd Sr
   Discount Step-Up Notes
   Zero Coupon^^, 6/1/2004                                          213,000           194,895
SFX Broadcasting, Sr Sub Notes,
   Series B, 10.750%, 5/15/2006                                     100,000           109,500
Sinclair Broadcast Group, Sr Sub Notes,
   8.750%, 12/15/2007                                               350,000           350,000
Young Broadcasting, Gtd Sr Sub Notes,
   11.750%, 11/15/2004                                              100,000           111,250
                                                                                 ------------
                                                                                    2,374,507
                                                                                 ------------
CABLE 5.02%
Diamond Cable Communications PLC,
   Sr Discount Step-Up Notes
   Zero Coupon^^, 2/15/2007                            UK           300,000           204,000
EchoStar Satellite Broadcasting,
   Sr Secured Discount Step-Up Notes
   Zero Coupon^^, 3/15/2004                                         200,000           170,000
Fox/Liberty Networks LLC Finance,
   Sr Discount Step-Up Notes^
   Zero Coupon^^, 8/15/2007                                         500,000           320,000
Galaxy Telecom LP/Galaxy Telecom


<PAGE>



   Capital, Sr Sub Notes
   12.375%, 10/1/2005                                               250,000           275,000
Marcus Cable LP/Marcus Cable
   Capital III, Sr Deb
   11.875%, 10/1/2005                                               100,000           108,625
NTL Inc, Sr Deferred Coupon Step-Up
   Notes, Series B
   Zero Coupon^^, 2/1/2006                                          250,000           194,063
TCI Satellite Entertainment, Sr Sub
   Discount Step-Up Notes^
   Zero Coupon^^, 2/15/2007                                         300,000           199,500
                                                                                 ------------
                                                                                    1,471,188
                                                                                 ------------
CHEMICALS 2.52%
LaRoche Industries, Sr Sub Notes^,
   9.500%, 9/15/2007                                                500,000           492,500
PCI Chemicals Canada, Sr Secured
   Notes^, 9.250%, 10/15/2007                          CA           250,000           246,250
                                                                                 ------------
                                                                                      738,750
                                                                                 ------------
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 2.29%
FWT Inc, Sr Sub Notes^,
   9.875%, 11/15/2007                                               350,000           358,750
RCN Corp, Sr Discount Step-Up Notes^,
   Zero Coupon^^, 10/15/2007                                        500,000           312,500
                                                                                 ------------
                                                                                      671,250
                                                                                 ------------
COMPUTER RELATED 0.97%
Unisys Corp, Sr Notes, Series B,
   12.000%, 4/15/2003                                               250,000           283,125
                                                                                 ------------
CONTAINERS 2.44%
Gaylord Container
   Sr Notes, Series B, 9.750%, 6/15/2007                            350,000           339,500
   Sr Sub Discount Step-Up Deb,
   12.750%^^, 5/15/2005                                             350,000           374,500
                                                                                 ------------
                                                                                      714,000
                                                                                 ------------
DISTRIBUTION 1.17%
Di Giorgio Corp, Sr Notes, Series B,


<PAGE>



   10.000%, 6/15/2007                                               350,000           342,125
                                                                                 ------------
ELECTRIC UTILITIES 0.95%
Long Island Lighting, Deb,
   9.000%, 11/1/2022                                                250,000           278,296
                                                                                 ------------
ELECTRICAL EQUIPMENT 0.75%
Alpine Group, Gtd Sr Secured
   Notes, Series B
   12.250%, 7/15/2003                                               200,000           220,500
                                                                                 ------------
ENTERTAINMENT 6.17%
Ascent Entertainment Group, Sr
   Secured Discount Step-Up Notes^
   Zero Coupon^^, 12/15/2004                                        750,000           429,375
Fox Kids Worldwide, Sr Discount
   Step-Up Notes^
   Zero Coupon^^, 11/1/2007                                       1,000,000           595,000
Production Resource Group
   LLC/Program Finance
   Sr Sub Notes^, 11.500%, 1/15/2008                                250,000           250,625
Six Flags Theme Parks, Sr Sub Discount
   Step-Up Notes, Series A^^
   Zero Coupon^^, 6/15/2005                                         500,000           532,500
                                                                                 ------------
                                                                                    1,807,500
                                                                                 ------------
FOODS 1.34%
Keebler Corp, Gtd Sr Secured Sub
   Notes, 10.750%, 7/1/2006                                         350,000           393,750
                                                                                 ------------
GAMING 5.16%
Aztar Corp, Sr Sub Notes,
   13.750%, 10/1/2004                                               350,000           400,750
Mohegan Tribal Gaming Authority,
   Sr Secured Notes, Series B
   13.500%, 11/15/2002                                              240,000           307,200
Station Casinos, Sr Sub Notes,
   9.750%, 4/15/2007                                                250,000           258,750
Trump Atlantic City Association/Trump
   Atlantic City Funding
   Gtd Secured 1st Mortgage Notes,
   11.250%, 5/1/2006                                                200,000           195,000
Venetian Casino Resort LLC/Las Vegas
   Sands, Mortgage Notes^


<PAGE>



   12.250%, 11/15/2004                                              350,000           350,438
                                                                                 ------------
                                                                                    1,512,138
                                                                                 ------------
LODGING - HOTELS 1.71%
Signature Resorts, Sr Sub Notes^,
   9.750%, 10/1/2007                                                500,000           500,000
                                                                                 ------------
MACHINERY 0.86%
Bucyrus International, Sr Notes^,
   9.750%, 9/15/2007                                                250,000           252,500
                                                                                 ------------
METALS MINING 3.24%
Centaur Mining & Exploration,
   Gtd Sr Secured Notes^
   11.000%, 12/1/2007                                  AS           200,000           200,500
Glencore Nickel Property Ltd,
   Gtd Sr Secured Notes^
   9.000%, 12/1/2014                                   AS           250,000           248,125
Haynes International, Sr Notes,
   11.625%, 9/1/2004                                                200,000           229,000
Westmin Resources Ltd, Sr Secured
   Notes, 11.000%, 3/15/2007                           CA           250,000           273,750
                                                                                 ------------
                                                                                      951,375
                                                                                 ------------
OIL & GAS RELATED 10.88% Belco Oil & Gas, Sr Sub Notes,
   Series B, 8.875%, 9/15/2007                                      200,000           203,500
Canadian Forest Oil Ltd, Gtd Sr
   Sub Notes, 8.750%, 9/15/2007                        CA           300,000           304,623
Cliffs Drilling, Gtd Sr Notes,
   Series B, 10.250%, 5/15/2003                                     350,000           381,062
Cross Timbers Oil, Sr Sub Notes,
   Series B, 9.250%, 4/1/2007                                       250,000           260,000
Energy Corp of America, Sr Sub Notes,
   Series A, 9.500%, 5/15/2007                                      250,000           249,375
Magnum Hunter Resources, Gtd Sr
   Notes, 10.000%, 6/1/2007                                         300,000           306,000
Newpark Resources, Sr Sub Notes^,
   8.625%, 12/15/2007                                               250,000           254,062
Ocean Energy, Gtd Sr Sub Notes,
   Series B, 8.875%, 7/15/2007                                      250,000           265,000
Panaco Inc, Sr Notes^,
   10.625%, 10/1/2004                                               350,000           353,500


<PAGE>



Petsec Energy, Sr Sub Notes, Series B,
   9.500%, 6/15/2007                                   AS           250,000      $    255,625
Snyder Oil, Gtd Sub Notes,
   8.750%, 6/15/2007                                                100,000           101,500
Stone Energy, Gtd Sr Sub Notes,
   8.750%, 9/15/2007                                                250,000           254,375
                                                                                 ------------
                                                                                    3,188,622
                                                                                 ------------
PAPER & FOREST PRODUCTS 3.57%
Ainsworth Lumber Ltd, Sr Secured
   Notes^, 12.500%, 7/15/2007                          CA           150,000           150,750
Bear Island Paper LLC/Bear Island
   Finance II, Sr Secured Notes^
   10.000%, 12/1/2007                                               250,000           253,125
Pindo Deli Finance Mauritius Ltd,
   Gtd Sr Notes^, 10.750%, 10/1/2007                   ID           150,000           129,000
Tembec Finance, Gtd Sr Notes,
   9.875%, 9/30/2005                                   CA           500,000           513,750
                                                                                 ------------
                                                                                    1,046,625
                                                                                 ------------
PHOTOGRAPHY & IMAGING 0.87%
Alliance Imaging, Sr Sub Notes,
   9.625%, 12/15/2005                                               250,000           254,375
                                                                                 ------------
PUBLISHING 3.37%
Affiliated Newspaper Investments,
   Sr Discount Step-Up Notes
   Zero Coupon^^, 7/1/2006                                          500,000           472,500
American Lawyer Media, Sr Notes^,
   9.750%, 12/15/2007                                               250,000           253,750
Perry-Judds Inc, Sr Sub Notes^,
   10.625%, 12/15/2007                                              250,000           260,000
                                                                                 ------------
                                                                                      986,250
                                                                                 ------------
REAL ESTATE INVESTMENT TRUST 0.91%
Saul (B F) REIT, Sr Secured Notes,
   Series B, 11.625%, 4/1/2002                                      250,000           267,500
                                                                                 ------------
SAVINGS & LOAN 2.01%
Dime Bancorp, Sr Notes,
   10.500%, 11/15/2005                                              100,000           107,750
Western Financial Savings Bank,


<PAGE>



   Sub Capital Deb, 8.875%, 8/1/2007                                500,000      $    481,181
                                                                                 ------------
                                                                                      588,931
                                                                                 ------------
SERVICES 1.24%
Williams Scotsman, Gtd Sr Notes,
   9.875%, 6/1/2007                                                 350,000           364,000
                                                                                 ------------
SPECIALTY PRINTING 0.36%
MDC Communications, Sr Sub Notes,
   10.500%, 12/1/2006                                  CA           100,000           105,750
                                                                                 ------------
TELECOMMUNICATIONS -
   CELLULAR & WIRELESS 9.04%
CommNet Cellular
   Sr Sub Discount Step-Up Notes,
   Zero Coupon^^, 9/1/2003                                          400,000           401,000
   Sub Notes, 11.250%, 7/1/2005                                     200,000           229,000
Globalstar LP/Globalstar Capital,
   Sr Notes^, 10.750%, 11/1/2004                                    200,000           195,000
NEXTEL Communications, Sr Discount
   Step-Up Notes^, Zero Coupon^^
   9/15/2007                                                      1,000,000           630,000
   10/31/2007                                                       250,000           152,500
PriCellular Wireless
   Sr Discount Notes, Series B,
   14.000%, 11/15/2001                                              200,000           222,000
   Sr Discount Step-Up Notes,
   Zero Coupon^^, 10/1/2003                                         800,000           820,000
                                                                                 ------------
                                                                                    2,649,500
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 10.78%
Barak International
   Telecommunications Services
   Sr Sub Discount Step-Up Notes^,
   Zero Coupon^^, 11/15/2007                           IS           500,000           282,500
Esprit Telecom Group PLC, Sr Notes,
   11.500%, 12/15/2007                                 UK           250,000           257,500
fONOROLA Inc, Gtd Sr Secured Notes,
   12.500%, 8/15/2002                                  CA           100,000           111,500
GCI Inc, Sr Notes, 9.750%, 8/1/2007                                 400,000           415,000
IXC Communications, Gtd Sr Notes,
   Series B, 12.500%, 10/1/2005                                     200,000           230,500


<PAGE>



McLeodUSA Inc
   Sr Discount Step-Up Notes,
   Zero Coupon^^, 3/1/2007                                          250,000           180,000
   Sr Notes^, 9.250%, 7/15/2007                                     250,000           261,875
NEXTLINK Communications LLC, Sr Notes
   12.500%, 4/15/2006                                               250,000           285,000
   9.625%, 10/1/2007                                                350,000           362,250
Qwest Communications International,
   Sr Discount Step-Up Notes^
   Zero Coupon^^, 10/15/2007                                        200,000           135,000
Sprint Spectrum LP/Sprint Spectrum
   Finance, Sr Discount
   Step-Up Notes, Zero Coupon^^,
   8/15/2006                                                        500,000           388,750
Teligent Inc, Sr Notes, 11.500%,
   12/1/2007                                                        250,000           250,625
                                                                                 ------------
                                                                                    3,160,500
                                                                                 ------------
TELEPHONE 5.46%
Intermedia Communications, Sr Notes^
   8.875%, 11/1/2007                                                500,000           512,500
   8.500%, 1/15/2008                                                500,000           500,000
MetroNet Communications, Sr
   Discount Step-Up Notes^
   Zero Coupon^^, 11/1/2007                            CA           500,000           306,250
Netia Holdings BV, Gtd Sr Discount
   Step-Up Notes^
   Zero Coupon^^, 11/1/2007                            PL           500,000           282,500
                                                                                 ------------
                                                                                    1,601,250
                                                                                 ------------
TEXTILE - HOME FURNISHINGS 0.68%
Maxim Group, Sr Notes^,
   9.250%, 10/15/2007                                               200,000           198,500
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $27,127,261)                                                              27,439,369
                                                                                 ------------
COMMON STOCKS & WARRANTS 0.17%
TELECOMMUNICATIONS -
   CELLULAR & WIRELESS 0.17%
Microcell Telecommunications
   Warrants*^ (Exp 2006)                               CA             2,000            27,374
Nextel Communications Class A*~                                         938            21,844

                                                                                 ------------
<PAGE>



                                                                                 
TOTAL COMMON STOCKS & WARRANTS
   (Cost $27,800)                                                                $     49,218
                                                                                 ------------
PREFERRED STOCKS 2.27%
INSURANCE 2.27%
Superior National Capital Trust I
   Pfd*^, 10.750%                                                       300           307,500
Veritas Capital Trust Pfd*^, 10.000%                                    350           357,000
                                                                                 ------------
TOTAL PREFERRED STOCKS
   (Cost $650,000)                                                                    664,500
                                                                                 ------------
OTHER SECURITIES 1.78%
SERVICES 0.80%
Brill Media LLC, Units^
   (Each unit consists of one $1,000
   face amount Sr Step-Up
   Notes,   7.500%^^,   12/15/2007
   and approximately $28.57 face amount of
   Appreciation Notes,
   12/15/2007)                                                          250           233,125
                                                                                 ------------
TELEPHONE 0.98%
MetroNet Communications, Units^
   (Each unit consists of one $1,000 
   face amount Sr Note, 12.000%, 8/15/2007 and
   1 wrnt to purchase 3.429 shrs of
   Non-Voting Class B cmn stk)                         CA               250           288,750
                                                                                 ------------
TOTAL OTHER SECURITIES
   (Cost $480,502)                                                                    521,875
                                                                                 ------------
SHORT-TERM INVESTMENTS -
REPURCHASE AGREEMENTS 2.16%
Repurchase Agreement with State
   Street Bank & Trust Co dated 
   12/31/1997 due 1/2/1998 at 5.800%, 
   repurchased at $634,204
   (Collateralized by US Treasury Bonds 
   due  2/15/2023  at 7.125%
   value $654,083)
   (Cost $634,000)                                                  634,000           634,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $28,919,563) (Cost for Income


<PAGE>



   Tax Purposes $28,920,109)                                                     $ 29,308,962
                                                                                 ------------


INDUSTRIAL INCOME Portfolio
COMMON STOCKS 75.14%
AEROSPACE & DEFENSE 3.62%
Howmet International*                                                25,000           373,438
Northrop Grumman                                                      6,000           690,000
Raytheon Co Class A                                                   2,070           102,068
Sundstrand Corp                                                       7,000           352,625
                                                                                 ------------
                                                                                    1,518,131
                                                                                 ------------
AIRLINES 1.98%
KLM Royal Dutch Airlines New York
   Registered Shrs                                                   22,000           830,500
                                                                                 ------------
AUTOMOBILES 1.53%
Chrysler Corp                                                         2,000            70,375
Ford Motor                                                            2,000            97,375
General Motors                                                        6,000           363,750
General Motors Class H                                                3,000           110,813
                                                                                 ------------
                                                                                      642,313
                                                                                 ------------
BANKS 5.76%
Bank of New York                                                     10,000           578,125
First Tennessee National                                             10,000           667,500
Fleet Financial Group                                                 5,000           374,687
Summit Bancorp                                                       15,000           798,750
                                                                                 ------------
                                                                                    2,419,062
                                                                                 ------------
BEVERAGES 0.84%
Anheuser-Busch Cos                                                    8,000           352,000
                                                                                 ------------
CHEMICALS 1.01%
Agrium Inc                                                           15,000           182,813
Lawter International                                                  5,000            54,375
Olin Corp                                                             4,000           187,500
                                                                                 ------------
                                                                                      424,688
                                                                                 ------------



<PAGE>


COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 1.09%
Motorola Inc                                                          8,000           456,500
                                                                                 ------------
COMPUTER RELATED 1.95%
Edwards (J D) & Co*                                                   6,500           191,750
International Business Machines                                       6,000           627,375
                                                                                 ------------
                                                                                      819,125
                                                                                 ------------
ELECTRIC UTILITIES 2.18%
Endesa SA Sponsored ADR                                              30,000           545,625
IES Industries                                                       10,000           368,125
                                                                                 ------------
                                                                                      913,750
                                                                                 ------------
ELECTRICAL EQUIPMENT 1.99%
Emerson Electric                                                      7,000           395,062
General Electric                                                      6,000           440,250
                                                                                 ------------
                                                                                      835,312
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 0.99%
Analog Devices*                                                      15,000           415,312
                                                                                 ------------
FOODS 7.80%
General Mills                                                         7,000           501,375
Heinz (H J) Co                                                        9,725           494,152
Kellogg Co                                                           10,000           496,250
Quaker Oats                                                          10,000           527,500
Ralston Purina Group                                                  7,000           650,563
Tasty Baking                                                         31,250           603,516
                                                                                 ------------
                                                                                    3,273,356
                                                                                 ------------
GOLD & PRECIOUS METALS MINING 0.49%
Newmont Mining                                                        7,000           205,625
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 5.14%
Abbott Laboratories                                                   4,000           262,250
American Home Products                                                6,000           459,000
Merck & Co                                                            5,000           531,250
Novo-Nordisk A/S ADR                                                  2,000           144,750
Pfizer Inc                                                            4,000           298,250
SmithKline Beecham PLC ADR


<PAGE>



   Representing Ord A Shrs                                            9,000           462,938
                                                                                 ------------
                                                                                    2,158,438
                                                                                 ------------
HEALTH CARE RELATED 1.58%
Becton Dickinson & Co                                                 4,000           200,000
Tenet Healthcare*                                                    14,000           463,750
                                                                                 ------------
                                                                                      663,750
                                                                                 ------------
INSURANCE 5.24%
Allmerica Financial                                                  10,000           499,375
Chubb Corp                                                           10,000           756,250
Lincoln National                                                      3,000           234,375
Ohio Casualty                                                         8,000           357,000
Travelers Property Casualty Class A                                   8,000           352,000
                                                                                 ------------
                                                                                    2,199,000
                                                                                 ------------
INVESTMENT BANK/BROKER FIRM 0.84%
Morgan Stanley Dean Witter
   Discover & Co                                                      6,000           354,750
                                                                                 ------------
LODGING  HOTELS 1.42%
Hilton Hotels                                                        20,000           595,000
                                                                                 ------------
MANUFACTURING 1.11%
AlliedSignal Inc                                                     12,000           467,250
                                                                                 ------------
OIL & GAS RELATED 8.54%
Apache Corp                                                          10,000           350,625
Baker Hughes                                                         10,000           436,250
Chevron Corp                                                          5,000           385,000
Enron Oil & Gas                                                      15,000           317,812
Exxon Corp                                                            8,000           489,500
Noble Drilling*                                                      10,000           306,250
Phillips Petroleum                                                    5,000           243,125
Schlumberger Ltd                                                      4,000           322,000
Sonat Inc                                                             6,000           274,500
USX-Marathon Group                                                   10,000           337,500
Union Pacific Resources Group                                         5,000           121,250
                                                                                 ------------
                                                                                    3,583,812
                                                                                 ------------
PAPER & FOREST PRODUCTS 0.27%


<PAGE>



Albany International Class A                                          5,000      $    115,000
                                                                                 ------------
RAILROADS 1.02%
Kansas City Southern Industries                                      13,500           428,625
                                                                                 ------------
REAL ESTATE INVESTMENT TRUST 0.34%
Patriot American Hospitality                                          4,998           144,005
                                                                                 ------------
RETAIL 4.31%
Dayton Hudson                                                         8,000           540,000
May Department Stores                                                 6,000           316,125
Penney (J C) Co                                                       3,000           180,938
Tandy Corp                                                           20,000           771,250
                                                                                 ------------
                                                                                    1,808,313
                                                                                 ------------
SAVINGS & LOAN 4.07%
Ahmanson (H F) & Co                                                  10,000           669,375
Charter One Financial                                                10,250           647,031
St Paul Bancorp                                                      15,000           393,750
                                                                                 ------------
                                                                                    1,710,156
                                                                                 ------------
SERVICES 1.97%
Galileo International                                                30,000           828,750
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 2.49%
Sprint Corp                                                           2,000           117,250
Teleport Communications Group Class A*                               12,000           658,500
US WEST Communications Group                                          6,000           270,750
                                                                                 ------------
                                                                                    1,046,500
                                                                                 ------------
TELEPHONE 4.95%
Ameritech Corp                                                        3,000           241,500
Bell Atlantic                                                         8,072           734,552
BellSouth Corp                                                        8,000           450,500
GTE Corp                                                              5,500           287,375
SBC Communications                                                    5,000           366,250
                                                                                 ------------
                                                                                    2,080,177
                                                                                 ------------
TOBACCO 0.62%
Fortune Brands                                                        7,000           259,437
                                                                                 ------------

<PAGE>



                                                                                 
TOTAL COMMON STOCKS
   (Cost $25,932,260)                                                            $ 31,548,637
                                                                                 ------------
PREFERRED  STOCKS 0.09% GOLD &
PRECIOUS METALS MINING 0.09% 
Amax Gold, Conv Pfd, $3.75,
   Series B (Cost $48,795)                                            1,000            36,000
                                                                                 ------------
FIXED  INCOME  SECURITIES  15.94%
US Government Obligations 0.62%
US Treasury Notes, 6.500%,
   5/15/2005 (Cost $256,778)                                        250,000           260,625
US Government Agency Obligations 3.26%
Freddie Mac, Gold, Participation
   Certificates
   6.500%, 8/1/2011 (Cost $1,334,861)                             1,366,394         1,369,250
Corporate Bonds 12.06%
AUTOMOBILES 0.24%
General Motors Acceptance, Medium-Term
   Notes, 6.700%, 4/25/2001                                         100,000           101,337
                                                                                 ------------
BROADCASTING 0.24%
Allbritton Communications, Sr Sub Deb,
   Series B, 9.750%, 11/30/2007                                     100,000           102,500
                                                                                 ------------
ELECTRIC UTILITIES 4.53%
Boston Edison, Deb, 7.800%, 5/15/2010                               250,000           270,656
Carolina Power & Light, 1st Mortgage,
   6.875%, 8/15/2023                                                250,000           247,504
DQU-II Funding, Collateral Lease,
   8.700%, 6/1/2016                                                 200,000           223,346
Jersey Central Power & Light,
   1st Mortgage, 6.750%, 11/1/2025                                  200,000           195,367
Long Island Lighting, Deb,
   8.200%, 3/15/2023                                                200,000           213,694
New York Electric & Gas, 1st Mortgage,
   8.300%, 12/15/2022                                               200,000           214,502
Pacific Gas & Electric, 1st &
   Refunding Mortgage, Series 1992D
   8.250%, 11/1/2022                                                260,000           284,374
PSI Energy, Deb, 6.350%, 11/15/2006                                 250,000           253,692
                                                                                 ------------
                                                                                    1,903,135
                                                                                 ------------


<PAGE>



ENTERTAINMENT 0.68%
Time Warner Entertainment LP, Sr Deb,
   8.375%, 3/15/2023                                                250,000      $    285,201
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 0.54%
McKesson Corp, Sub Deb,
   4.500%, 3/1/2004                                                 250,000           227,340
                                                                                 ------------
HEALTH CARE RELATED 1.30%
Tenet Healthcare, Sr Sub Notes,
   10.125%, 3/1/2005                                                500,000           545,625
                                                                                 ------------
INSURANCE 0.67%
Equitable Cos, Sr Notes,
   9.000%, 12/15/2004                                               250,000           282,819
                                                                                 ------------
OIL & GAS RELATED 0.50%
Cross Timbers Oil, Sr Sub Notes,
   Series B, 9.250%, 4/1/2007                                       200,000           208,000
                                                                                 ------------
PAPER & FOREST PRODUCTS 0.52%
Champion International, Deb,
   6.400%, 2/15/2026                                                215,000           216,873
                                                                                 ------------
PUBLISHING 0.23%
Affiliated Newspaper Investments,
   Sr Discount Step-Up Deb
   Zero Coupon^^, 7/1/2006                                          100,000            94,500
                                                                                 ------------
REAL ESTATE INVESTMENT TRUST 0.60%
Spieker Properties LP, Deb,
   7.350%, 12/1/2017                                                250,000           251,852
                                                                                 ------------
TELECOMMUNICATIONS -
   CELLULAR & WIRELESS 0.49%
NEXTLINK Communications, Sr Notes,
   9.625%, 10/1/2007                                                200,000           207,000
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 0.90%
McLeodUSA Inc, Sr Discount Step-Up
   Notes, Zero Coupon^^
   3/1/2007                                                         150,000           108,000
WorldCom Inc, Sr Notes,


<PAGE>



   8.875%, 1/15/2006                                                250,000           268,750
                                                                                 ------------
                                                                                      376,750
                                                                                 ------------
TELEPHONE 0.62%
Frontier Corp, Notes,
   7.250%, 5/15/2004                                                250,000           260,804
                                                                                 ------------
   TOTAL CORPORATE BONDS
   (Cost $4,945,506)                                                                5,063,736
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $6,537,145)                                                                6,693,611
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 8.83%
Repurchase  Agreement with State 
Street Bank & Trust Co dated  12/31/1997 
   due 1/2/1998 at 5.800%, 
   repurchased at $3,707,194
  (Collateralized by US Treasury
   Bonds due 2/15/2023 at 7.125% value
   $3,801,859) (Cost $3,706,000)                                  3,706,000         3,706,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $36,224,200) (Cost for Income
   Tax Purposes $36,224,733)                                                     $ 41,984,248
                                                                                 ============


SMALL COMPANY GROWTH Portfolio
COMMON STOCKS 100.00%
AIR FREIGHT 0.59%
Eagle USA Airfreight*                                                    50             1,425
                                                                                 ------------
AUTO PARTS 1.62%
O'Reilly Automotive*                                                    150             3,938
                                                                                 ------------
BEVERAGES 1.25%
Beringer Wine Estates Holdings Class B*                                  80             3,040
                                                                                 ------------
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 5.86%
Aspect Telecommunications*                                              100             2,087


<PAGE>



CIENA Corp*                                                              50             3,056
GeoTel Communications*                                                   75             1,172
Gilat Satellite Networks Ltd*                                           100             2,863
NICE-Systems Ltd Sponsored ADR
   Representing 1 Ord Shr*                                               60             2,520
Powerwave Technologies*                                                  50               841
REMEC Inc*                                                               75             1,688
                                                                                 ------------
                                                                                       14,227
                                                                                 ------------
COMPUTER RELATED 9.41%
Aspen Technology*                                                        50             1,712
CBT Group PLC Sponsored ADR
   Representing 0.5 Ord Shr*                                             50             4,106
Citrix Systems*                                                          50             3,800
HMT Technology*                                                         125             1,625
Harbinger Corp*                                                          50             1,406
Intelligroup Inc*                                                       100             1,913
Peerless Systems*                                                       100             1,288
Peregrine Systems*                                                       75             1,003
Saville Systems PLC Sponsored ADR
   Representing 1 Ord Shr*                                               50             2,075
Simulation Sciences*                                                    120             1,920
Wind River Systems*                                                      50             1,984
                                                                                 ------------
                                                                                       22,832
                                                                                 ------------
DISTRIBUTION 2.88%
Brightpoint Inc*                                                        180             2,497
Central Garden & Pet*                                                   100             2,625
Weider Nutrition International Class A                                  150             1,866
                                                                                 ------------
                                                                                        6,988
                                                                                 ------------
ELECTRONICS 2.49%
Aehr Test Systems*                                                      150             1,200
ANADIGICS Inc*                                                           50             1,506
CerProbe Corp*                                                           75             1,303
SanDisk Corp*                                                           100             2,031
                                                                                 ------------
                                                                                        6,040
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 7.56%
Altron Inc*                                                             125             1,656
Applied Micro Circuits*                                                 230             2,846


<PAGE>



DuPont Photomasks*                                                       50      $      1,744
Flextronics International Ltd*                                           40             1,380
QLogic Corp*                                                             75             2,213
SIPEX Corp*                                                             100             3,025
Unitrode Corp*                                                           50             1,075
VLSI Technology*                                                         75             1,772
Xilinx Inc*                                                              75             2,630
                                                                                 ------------
                                                                                       18,341
                                                                                 ------------
ENGINEERING & CONSTRUCTION 0.93%
Willbros Group*                                                         150             2,250
                                                                                 ------------
FINANCIAL 3.41%
ACNielsen Corp*                                                         125             3,047
AMRESCO Inc*                                                            100             3,025
Warrantech Corp*                                                        225             2,194
                                                                                 ------------
                                                                                        8,266
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 1.34%
Watson Pharmaceuticals*                                                 100             3,244
                                                                                 ------------
HEALTH CARE RELATED 8.22%
ATL Ultrasound*                                                          75             3,450
AmeriPath Inc*                                                          140             2,380
Capital Senior Living*                                                  200             2,087
Coventry Corp*                                                          150             2,287
Envoy Corp*                                                             100             2,912
Graham-Field Health Products*                                           250             4,172
HealthCare Financial Partners*                                           75             2,662
                                                                                 ------------
                                                                                       19,950
                                                                                 ------------
INSURANCE 5.34%
Frontier Insurance Group                                                 75             1,716
HCC Insurance Holdings                                                  125             2,656
Liberty Corp                                                             50             2,337
Mercury General                                                          50             2,763
Orion Capital                                                            75             3,483
                                                                                 ------------
                                                                                       12,955
                                                                                 ------------
LEISURE TIME 1.13%


<PAGE>



Bally Total Fitness Holdings*                                           125       $     2,734
                                                                                 ------------
LODGING - HOTELS 1.43%
Extended Stay America*                                                   75               933
Prime Hospitality*                                                      125             2,547
                                                                                 ------------
                                                                                        3,480
                                                                                 ------------
MACHINERY 0.62%
OmniQuip International                                                   75             1,495
                                                                                 ------------
MANUFACTURING 2.48%
Innovative Valve Technologies*                                          150             3,037
Robbins & Myers                                                          75             2,972
                                                                                 ------------
                                                                                        6,009
                                                                                 ------------
OFFICE EQUIPMENT & SUPPLIES 1.21%
US Office Products*                                                     150             2,944
                                                                                 ------------
OIL & GAS RELATED 7.82%
EEX Corp*                                                               300             2,719
Key Energy Group*                                                        75             1,627
Newfield Exploration*                                                   150             3,497
Patterson Energy*                                                        75             2,902
Petsec Energy Ltd Sponsored ADR
   Representing 5 Ord Shrs*                                             200             2,750
Precision Drilling*                                                     100             2,438
Rowan Cos*                                                              100             3,050
                                                                                 ------------
                                                                                       18,983
                                                                                 ------------
PERSONAL CARE 2.48%
Enamelon Inc*                                                           100             1,287
Helen of Troy Ltd*                                                      150             2,419
Playtex Products*                                                       225             2,306
                                                                                 ------------
                                                                                        6,012
                                                                                 ------------
POLLUTION CONTROL 2.33%
Allied Waste Industries*                                                150             3,497
Philip Services*                                                        150             2,156
                                                                                 ------------
                                                                                        5,653
                                                                                 ------------


<PAGE>



PUBLISHING 0.95%
Petersen Cos Class A*                                                   100      $      2,300
                                                                                 ------------
REAL ESTATE INVESTMENT TRUST 1.66%
CRIIMI MAE                                                              150             2,250
FelCor Suite Hotels                                                      50             1,775
                                                                                 ------------
                                                                                        4,025
                                                                                 ------------
REAL ESTATE RELATED 1.07%
Intrawest Corp                                                          150             2,606
                                                                                 ------------
RESTAURANTS 1.85%
Schlotzsky's Inc*                                                       150             2,194
ShowBiz Pizza Time*                                                     100             2,300
                                                                                 ------------
                                                                                        4,494
                                                                                 ------------
RETAIL 3.37%
Global DirectMail*                                                       50               866
Men's Wearhouse*                                                         75             2,606
Proffitt's Inc*                                                         100             2,844
Stage Stores*                                                            50             1,869
                                                                                 ------------
                                                                                        8,185
                                                                                 ------------
SAVINGS & LOAN 1.20%
FirstFed Financial*                                                      75             2,906
                                                                                 ------------
SERVICES 12.80%
AHL Services*                                                           175             4,309
Alternative Resources*                                                  125             2,883
Boron LePore & Associates*                                              100             2,750
Concord EFS*                                                            100             2,487
Corrections Corp of America*                                             50             1,853
Interim Services*                                                       150             3,881
NCO Group*                                                              112             2,884
NCS HealthCare Class A*                                                  75             1,978
Registry Inc*                                                            50             2,294
Safeguard Scientifics*                                                   80             2,510
TMP Worldwide*                                                          140             3,220
                                                                                 ------------
                                                                                       31,049
                                                                                 ------------



<PAGE>

TELECOMMUNICATIONS - CELLULAR &
   WIRELESS 0.70%
Microcell Telecommunications Class B*                                   250      $      1,688
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 3.63%
ICG Communications*                                                     160             4,360
IDT Corp*                                                               100             2,025
P-COM Inc*                                                              140             2,415
                                                                                 ------------
                                                                                        8,800
                                                                                 ------------
TEXTILE - APPAREL MANUFACTURING 0.89%
Quiksilver Inc*                                                          75             2,147
                                                                                 ------------
TRUCKERS 1.48%
Simon Transportation Services*                                          150             3,600
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $244,972) (Cost for Income
   Tax Purposes $245,068)                                                        $    242,606
                                                                                 ============


TECHNOLOGY Portfolio
COMMON STOCKS 100.00%
COMMUNICATIONS - EQUIPMENT &
   MANUFACTURING 5.38%
Pittway Corp Class A                                                    300            20,887
                                                                                 ------------
COMPUTER SOFTWARE & SERVICE 28.05%
Accelr8 Technology*                                                     500            13,500
American Software Class A*                                            1,600            14,700
CBT Group PLC Sponsored ADR
   Representing 0.5 Ord Shrs*                          EI               200            16,425
DataWorks Corp*                                                       1,000            19,875
Edwards (J D) & Co*                                                     500            14,750
Learning Co*                                                          1,200            19,275
Made2Manage Systems*                                                  1,000             7,563
Wonderware Corp*                                                        200             2,825
                                                                                 ------------
                                                                                      108,913
                                                                                 ------------
COMPUTER SYSTEMS 3.39%
Geac Computer Ltd*                                     CA               400            13,166

                                                                                 ------------
<PAGE>



                                                                                 
COMPUTERS - HARDWARE 11.04%
Compaq Computer                                                         200      $     11,287
HMT Technology*                                                         300             3,900
International Business Machines                                         200            20,912
Kentek Information Systems                                            1,000             6,750
                                                                                 ------------
                                                                                       42,849
                                                                                 ------------
COMPUTERS - NETWORKING 1.16%
Novell Inc*                                                             600             4,500
                                                                                 ------------
ELECTRICAL EQUIPMENT 6.05%
PCD Inc*                                                              1,000            23,500
                                                                                 ------------
ELECTRONICS - INSTRUMENTS 4.81%
SanDisk Corp*                                                           400             8,125
Sawtek Inc*                                                             400            10,550
                                                                                 ------------
                                                                                       18,675
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 6.16%
Applied Micro Circuits*                                                 500             6,188
MRV Communications*                                                     200             4,775
National Semiconductor*                                                 500            12,969
                                                                                 ------------
                                                                                       23,932
                                                                                 ------------
LEISURE TIME 6.29%
International Game Technology                                           800            20,200
WMS Industries*                                                         200             4,225
                                                                                 ------------
                                                                                       24,425
                                                                                 ------------
OFFICE EQUIPMENT & SUPPLIES 5.70%
Xerox Corp                                                              300            22,144
                                                                                 ------------
RETAIL 7.51%
Creative Technology Ltd*                               SN               800            17,600
Tandy Corp                                                              300            11,569
                                                                                 ------------
                                                                                       29,169
                                                                                 ------------
SERVICES 6.31%
Computer Learning Centers*                                              400            24,500
                                                                                 ------------

<PAGE>



                                                                                 
TELECOMMUNICATIONS -
   LONG DISTANCE 8.15%
fONOROLA Inc*                                          CA               800      $     17,834
Premiere Technologies*                                                  500            13,812
                                                                                 ------------
                                                                                       31,646
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $405,497)
   (Cost for Income Tax Purposes $405,866)                                       $    388,306
                                                                                 ============


TOTAL RETURN Portfolio
COMMON STOCKS 62.85%
AEROSPACE & DEFENSE 2.59%
Boeing Co                                                             4,500           220,219
Lockheed Martin                                                       2,000           197,000
Raytheon Co Class B                                                   3,500           176,750
                                                                                 ------------
                                                                                      593,969
                                                                                 ------------
AUTO PARTS 1.04%
Genuine Parts                                                         7,000           237,563
                                                                                 ------------
AUTOMOBILES 1.06%
Ford Motor                                                            5,000           243,437
                                                                                 ------------
BANKS 5.24%
Comerica Inc                                                          1,900           171,475
First Chicago NBD                                                     2,600           217,100
First of America Bank                                                 3,300           254,512
First Union                                                           3,000           153,750
State Street                                                          4,200           244,388
Wachovia Corp                                                         2,000           162,250
                                                                                 ------------
                                                                                    1,203,475
                                                                                 ------------
BEVERAGES 1.48%
Anheuser-Busch Cos                                                    4,000           176,000
PepsiCo Inc                                                           4,500           163,969
                                                                                 ------------
                                                                                      339,969
                                                                                 ------------

<PAGE>



                                                                                 
BUILDING MATERIALS 1.87%
Hanson PLC Sponsored ADR
   Representing 5 Shrs                                                9,000      $    207,563
Sherwin-Williams Co                                                   8,000           222,000
                                                                                 ------------
                                                                                      429,563
                                                                                 ------------
CHEMICALS  2.27%
AKZO Nobel NV Sponsored ADR
   Representing 0.5 Ord Shr                                           1,600           139,000
Dow Chemical                                                          2,000           203,000
Great Lakes Chemical                                                  4,000           179,500
                                                                                 ------------
                                                                                      521,500
                                                                                 ------------
COMPUTER RELATED 3.25%
Compaq Computer                                                       5,000           282,188
Electronic Data Systems                                               7,000           307,562
Hewlett-Packard Co                                                    2,500           156,250
                                                                                 ------------
                                                                                      746,000
                                                                                 ------------
CONGLOMERATES 1.52%
National Service Industries                                           4,000           198,250
Textron Inc                                                           2,400           150,000
                                                                                 ------------
                                                                                      348,250
                                                                                 ------------
DISTRIBUTION 1.10%
SuperValu Inc                                                         6,000           251,250
                                                                                 ------------
ELECTRIC UTILITIES 3.99%
CINergy Corp                                                          3,700           141,756
Edison International                                                  6,300           171,281
Entergy Corp                                                          5,000           149,687
Texas Utilities                                                       5,000           207,813
Unicom Corp                                                           8,000           246,000
                                                                                 ------------
                                                                                      916,537
                                                                                 ------------
ELECTRICAL EQUIPMENT 0.83%
General Electric                                                      2,600           190,775
                                                                                 ------------
ELECTRONICS - SEMICONDUCTOR 1.14%


<PAGE>



Rockwell International                                                5,000      $    261,250
                                                                                 ------------
FOODS 3.36%
Archer-Daniels-Midland Co                                             6,452           139,928
General Mills                                                         1,700           121,762
Heinz (H J) Co                                                        3,550           180,384
Kellogg Co                                                            2,600           129,025
Unilever NV New York Shrs                                             3,200           199,800
                                                                                 ------------
                                                                                      770,899
                                                                                 ------------
HARDWARE & TOOLS 0.95%
Snap-On  Inc                                                          5,000           218,125
                                                                                 ------------
HEALTH CARE DRUGS -
   PHARMACEUTICALS 3.19%
Abbott Laboratories                                                   2,500           163,906
American Home Products                                                1,800           137,700
Bristol-Myers Squibb                                                  2,200           208,175
Lilly (Eli) & Co                                                      3,200           222,800
                                                                                 ------------
                                                                                      732,581
                                                                                 ------------
HEALTH CARE RELATED 1.03%
Columbia/HCA Healthcare                                               8,000           237,000
                                                                                 ------------
HOUSEHOLD FURNITURE & APPLIANCES 0.96%
Whirlpool Corp                                                        4,000           220,000
                                                                                 ------------
INSURANCE 3.64%
Lincoln National                                                      3,000           234,375
Loews Corp                                                            2,000           212,250
Ohio Casualty                                                         5,000           223,125
SAFECO Corp                                                           3,400           165,750
                                                                                 ------------
                                                                                      835,500
                                                                                 ------------
INSURANCE BROKERS 0.78%
Marsh & McLennan                                                      2,400           178,950
                                                                                 ------------
INVESTMENT BANK/BROKER FIRM 0.81%
Morgan Stanley Dean Witter Discover & Co                              3,135           185,357
                                                                                 ------------
IRON & STEEL 1.05%
Nucor Corp                                                            5,000           241,563

                                                                                 ------------
<PAGE>



                                                                                 
MANUFACTURING 0.57%
Minnesota Mining & Manufacturing                                      1,600      $    131,300
                                                                                 ------------
METALS MINING 0.95%
Phelps Dodge                                                          3,500           217,875
                                                                                 ------------
OIL & GAS RELATED 4.21%
Amoco Corp                                                            1,300           110,662
Exxon Corp                                                            3,500           214,156
Norsk Hydro A/S Sponsored ADR
   Representing Ord Shrs                                              5,000           255,000
Repsol SA Sponsored ADR
   Representing Ord Shrs                                              5,000           212,813
Royal Dutch Petroleum New York
   Registry 1.25 Gldr Shrs                                            3,200           173,400
                                                                                 ------------
                                                                                      966,031
                                                                                 ------------
PAPER & FOREST PRODUCTS 0.53%
Westvaco Corp                                                         3,900           122,606
                                                                                 ------------
POLLUTION CONTROL 0.84%
Waste Management                                                      7,000           192,500
                                                                                 ------------
PUBLISHING 0.75%
Gannett Co                                                            2,800           173,075
                                                                                 ------------
RAILROADS 0.56%
Illinois Central                                                      3,750           127,734
                                                                                 ------------
RESTAURANTS 1.04%
McDonald's Corp                                                       5,000           238,750
                                                                                 ------------
RETAIL 2.77%
Circuit City Stores-Circuit City Group                                3,500           124,469
Dillard's Inc Class A                                                 5,000           176,250
Giant Food Class A                                                    3,300           111,169
K mart Corp*                                                          8,500            98,281
Penney (J C) Co                                                       2,100           126,656
                                                                                 ------------
                                                                                      636,825
                                                                                 ------------
SERVICES 0.92%
Dun & Bradstreet                                                      6,800           210,375

                                                                                 ------------
<PAGE>



                                                                                 
SPECIALTY PRINTING 0.75%
Deluxe Corp                                                           5,000      $     172,500
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 1.05%
British Telecommunications PLC
   Sponsored ADR Representing 10
   Ord Shrs                                                           3,000           240,938
                                                                                 ------------
TELEPHONE 2.42%
Bell Atlantic                                                         2,000           182,000
Telefonica de Espana SA Sponsored
   ADR Representing 3 Shrs                                            2,000           182,125
Telefonos de Mexico SA de CV Sponsored
   ADR Representing Ord Series L Shrs                                 3,400           190,613
                                                                                 ------------
                                                                                      554,738
                                                                                 ------------
TEXTILE - APPAREL MANUFACTURING 0.36%
Liz Claiborne                                                         2,000            83,625
                                                                                 ------------
TEXTILE - HOME FURNISHINGS 0.56%
Shaw Industries                                                      11,000           127,875
                                                                                 ------------
TOBACCO 1.42%
Fortune Brands                                                        2,700           100,069
Philip Morris                                                         5,000           226,563
                                                                                 ------------
                                                                                      326,632
                                                                                 ------------
TOTAL COMMON STOCKS
   (Cost $10,610,307)                                                              14,426,892
                                                                                 ------------
FIXED INCOME SECURITIES 21.67%
US Government Obligations 12.60%
US Treasury Bonds
   8.125%, 8/15/2019                                                400,000           500,625
   7.250%, 8/15/2022                                                300,000           346,500
US Treasury Notes
   7.500%, 11/15/2001                                               300,000           318,188
   6.500%, 8/15/2005                                                300,000           313,031
   6.375%, 7/15/1999                                                200,000           202,125
   6.375%, 1/15/2000                                                300,000           303,938
   6.375%, 8/15/2002                                                400,000           410,375


<PAGE>



   5.875%, 2/15/2000                                                495,000      $    497,011
                                                                                 ------------
   TOTAL US GOVERNMENT OBLIGATIONS
   (Cost $2,764,713)                                                                2,891,793
                                                                                 ------------
US Government Agency Obligations 5.75%
Federal Farm Credit Bank,
   Medium-Term Notes
   6.150%, 9/1/2000                                                 500,000           503,269
Freddie Mac, Gold,
   Participation Certificates
   8.000%, 10/1/2010                                                 59,166            61,163
   6.500%, 7/1/2001                                                  84,741            85,222
Fannie Mae, Gtd Mortgage Pass-Through
   Certificates
   8.500%, 3/1/2010                                                 117,803           122,473
   6.500%, 5/1/2026                                                 138,701           137,141
   6.000%, 5/1/2009                                                 132,936           131,453
Fannie Mae, Medium-Term Notes
   6.300%, 8/19/2002                                                200,000           202,822
Government National Mortgage Association I
   Pass-Through Certificates,
   7.500%, 3/15/2026                                                 75,744            77,637
                                                                                 ------------
TOTAL US GOVERNMENT AGENCY OBLIGATIONS
   (Cost $1,301,858)                                                                1,321,180
                                                                                 ------------
Corporate Bonds 3.32%
BANKS 1.37%
ABN Amro Bank NV, Sub Notes,
   7.550%, 6/28/2006                                                200,000           214,309
NationsBank Corp, Sub Notes,
   6.500%, 3/15/2006                                                100,000            99,794
                                                                                 ------------
                                                                                      314,103
                                                                                 ------------
BEVERAGES 0.44%
PepsiCo Inc, Medium-Term Notes,
   5.875%, 6/1/2000                                                 100,000            99,908
                                                                                 ------------
FOODS 0.65%
Campbell Soup, Notes,
   6.150%, 12/1/2002                                                150,000           150,248
                                                                                 ------------
POLLUTION CONTROL 0.86%


<PAGE>



WMX Technologies, Notes,
   6.375%, 12/1/2003                                                200,000      $    197,088
                                                                                 ------------
   TOTAL CORPORATE BONDS
   (Cost $750,329)                                                                    761,347
                                                                                 ------------
TOTAL FIXED INCOME SECURITIES
   (Cost $4,816,900)                                                                4,974,320
                                                                                 ------------
SHORT-TERM INVESTMENTS 15.48%
US Government Obligations 4.38%
US Treasury Notes
   7.125%, 10/15/1998                                               500,000           505,625
   6.125%, 3/31/1998                                                500,000           500,781
                                                                                 ------------
   (Cost $1,006,211)                                                                1,006,406
                                                                                 ------------
Repurchase Agreements 11.10%
Repurchase Agreement with State Street
   Bank & Trust Co dated  12/31/1997
   due  1/2/1998  at 5.800%,  
   repurchased  at $2,547,821
   (Collateralized by US Treasury Bonds
   due 5/15/2017 at 8.750%
   value $2,623,199) (Cost $2,547,000)                            2,547,000         2,547,000
                                                                                 ------------
TOTAL SHORT-TERM INVESTMENTS
   (Cost $3,553,211)                                                                3,553,406
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE   100.00%
   (Cost $18,980,418) (Cost for Income
   Tax Purposes $18,982,435)                                                     $ 22,954,618
                                                                                 ============


UTILITIES Portfolio
COMMON STOCKS 89.68%
OIL & GAS RELATED 5.18%
Enron Corp                                                            1,200            49,875
Sonat Inc                                                             1,650            75,488
Union Pacific Resources Group                                         2,400            58,200
Williams Cos                                                          1,900            53,913
                                                                                 ------------
                                                                                      237,476
                                                                                 ------------


<PAGE>



TELECOMMUNICATIONS - CELLULAR &
   WIRELESS 1.59%
NEXTEL Communications Class A*                                        2,800      $     72,800
                                                                                 ------------
TELECOMMUNICATIONS -
   LONG DISTANCE 19.64%
AT&T Corp                                                             1,200            73,500
Brooks Fiber Properties*                                              1,300            71,500
COLT Telecom Group PLC Sponsored ADR
   Representing 4 Ord Shrs*                                           1,400            59,675
France Telecom SA Sponsored ADR
   Representing Ord Shrs*                                             2,000            72,000
ICG Communications*                                                   3,100            84,475
LCI International*                                                    2,200            67,650
MCI Communications                                                    1,500            64,219
McLeodUSA Inc Class A*                                                1,950            62,400
Portugal Telecom SA Sponsored ADR
   Representing Ord Shrs                                              1,600            75,200
Sprint Corp                                                           1,200            70,350
Teleport Communications Group Class A*                                1,500            82,313
US WEST Communications Group                                          1,000            45,125
Viatel Inc*                                                           1,300             6,500
WorldCom Inc*                                                         2,160            65,340
                                                                                 ------------
                                                                                      900,247
                                                                                 ------------
Utilities 63.27%
ELECTRIC 33.60%
Allegheny Energy                                                      1,400            45,500
American Electric Power                                               1,200            61,950
CMS Energy                                                              900            39,656
CalEnergy Co*                                                         2,000            57,500
Carolina Power & Light                                                  800            33,950
CINergy Corp                                                            800            30,650
DTE Energy                                                            1,000            34,687
Dominion Resources                                                      700            29,794
Duke Energy                                                           1,226            67,890
Edison International                                                  1,300            35,344
Entergy Corp                                                          1,100            32,931
FPL Group                                                               600            35,512
Florida Progress                                                      1,100            43,175
Florida Public Utilities                                                500            12,250
GPU Inc                                                                 900            37,912
IES Industries                                                        1,700            62,581
Idaho Power                                                           1,650            62,081


<PAGE>



Interstate Power                                                      1,200      $     44,925
New Century Energies                                                  2,200           105,462
NIPSCO Industries                                                     1,300            64,269
Northern States Power                                                   900            52,425
OGE Energy                                                            2,040           111,562
PG&E Corp                                                             1,300            39,569
PP&L Resources                                                        1,200            28,725
PacifiCorp                                                            2,200            60,088
PECO Energy                                                           2,100            50,925
Pinnacle West Capital                                                   900            38,138
SCANA Corp                                                            2,000            59,875
Southern Co                                                           1,300            33,638
TNP Enterprises                                                       1,500            49,875
Unicom Corp                                                           1,400            43,050
Union Electric                                                          800            34,600
                                                                                 ------------
                                                                                    1,540,489
                                                                                 ------------
NATURAL GAS 7.49%
Coastal Corp                                                          1,250            77,422
Columbia Gas System                                                     800            62,850
NGC Corp                                                              4,000            70,000
New Jersey Resources                                                    400            16,025
ONEOK Inc                                                             1,350            54,506
TransCanada PipeLines Ltd                                             2,800            62,650
                                                                                 ------------
                                                                                      343,453
                                                                                 ------------
TELEPHONE 22.18%
ALLTEL Corp                                                           1,400            57,488
Ameritech Corp                                                        1,270           102,235
Bell Atlantic                                                         2,517           229,047
BellSouth Corp                                                        2,270           127,829
Century Telephone Enterprises                                         1,400            69,737
Cincinnati Bell                                                       2,400            74,400
GTE Corp                                                              1,750            91,437
MetroNet Communications Class B
   Non-Voting Shrs*                                                   6,000           104,250
SBC Communications                                                    1,500           109,875
Southern New England Telecommunications                               1,000            50,313
                                                                                 ------------
                                                                                    1,016,611
                                                                                 ------------
   TOTAL UTILITIES                                                               $  2,900,553
                                                                                 ------------


<PAGE>



TOTAL COMMON STOCKS
   (Cost $3,357,955)                                                             $  4,111,076
                                                                                 ------------
PREFERRED STOCKS 0.81%
UTILITIES - ELECTRIC 0.81%
Cia Paranaense de Energia Sponsored ADR
   Representing 1,000 Pfd B Shrs
   (Cost $45,387)                                                     2,700            36,956
                                                                                 ------------
SHORT-TERM INVESTMENTS -
   REPURCHASE AGREEMENTS 9.51%
Repurchase Agreement with 
State Street Bank & Trust Co
   dated  12/31/1997
   due 1/2/1998 at 5.800%,
   repurchased at $436,140
   (Collateralized  by US Treasury
   Bonds due 2/15/2023 at 7.125%, value
   $449,682) (Cost $436,000)                                        436,000           436,000
                                                                                 ------------
TOTAL INVESTMENT SECURITIES
   AT VALUE 100.00%
   (Cost $3,839,342#)                                                            $ 4,584,032
                                                                                 ============

</TABLE>

* Security is non-income producing.

^  Securities  are  registered  pursuant  to Rule  144A and may be  deemed to be
restricted for resale to institutional investors.

^^ 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.

# Also represents cost for income tax purposes.

~ The following are restricted securities at December 31, 1997:



<PAGE>

<TABLE>
<CAPTION>



                                                                                     Value as
                                              Acquisition       Acquisition              % of
Description                                       Date(s)              Cost        Net Assets
- ---------------------------------------------------------------------------------------------
<S>                                          <C>                 <C>              <C>    
High Yield Portfolio
Nextel Communications Class A                     9/9/97-
                                                  9/15/97           $17,894             0.07%
                                                                                     ========


Summary of Investments by Country

                                                                       % of
                                                  Country        Investment
Country                                              Code        Securities             Value
- ---------------------------------------------------------------------------------------------
High Yield Portfolio
Australia                                              AS             2.40%          $704,250
Canada                                                 CA              7.95         2,328,747
Indonesia                                              ID              0.44           129,000
Israel                                                 IS              0.96           282,500
Poland                                                 PL              0.96           282,500
United Kingdom                                         UK              2.48           726,500
United States                                          US             84.81        24,855,465
                                                                    -------------------------
                                                                    100.00%       $29,308,962
                                                                    =========================
Technology Portfolio
Canada                                                 CA             7.98%           $31,000
Ireland                                                EI              4.23            16,425
Singapore                                              SN              4.53            17,600
United States                                          US             83.26           323,281
                                                                    -------------------------
                                                                    100.00%          $388,306
                                                                    =========================

See Notes to Financial Statements

</TABLE>


<PAGE>

<TABLE>
<CAPTION>


                              INVESCO Variable Investment Funds, Inc.
                                Statement of Assets and Liabilities
                                         December 31, 1997

                                                                                       Health
                                                 Dynamics            Growth          Sciences
                                                Portfolio         Portfolio         Portfolio
                                               ----------------------------------------------
<S>                                            <C>               <C>               <C>   
ASSETS
Investment Securities:
   At Cost                                     $  242,022        $  246,908        $  309,027
                                               ==============================================
   At Value                                    $  246,138        $  264,438        $  342,790
Cash                                               11,107             6,886            85,066
Receivable for Dividends and
   Interest                                           172               319               194
                                               ----------------------------------------------
TOTAL ASSETS                                   $  257,417        $  271,643        $  428,050
                                               ----------------------------------------------
LIABILITIES
Payable for Investment Securities
   Purchased                                            0             5,416             5,092
                                               ----------------------------------------------
Net Assets at Value                            $  257,417        $  266,227        $  422,958
                                               ==============================================
NET ASSETS
Paid-in Capital*                               $  249,000        $  249,000        $  401,492
Accumulated Undistributed Net
   Investment Income                                  586             1,333             3,759
Accumulated Undistributed
   Net Realized Gain (Loss) on
   Investment Securities and
   Foreign Currency Transactions                    3,715           (1,636)          (16,056)
Net Appreciation of Investment
   Securities and Foreign Currency
   Transactions                                     4,116            17,530            33,763
                                                ----------------------------------------------
Net Assets at Value                            $  257,417        $  266,227       $   422,958
                                                ==============================================
Shares Outstanding                                 24,896            24,905            38,318
Net Asset Value, Offering and
   Redemption Price per Share                     $ 10.34           $ 10.69           $ 11.04
                                                ==============================================

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

See Notes to Financial Statements

</TABLE>

<PAGE>


<TABLE>
<CAPTION>

                      INVESCO Variable Investment Funds, Inc.
                  Statement of Assets and Liabilities (Continued)
                             December 31, 1997

                                                                                        Small
                                                     High        Industrial           Company
                                                    Yield            Income            Growth
                                                Portfolio         Portfolio         Portfolio
                                            ----------------------------------------------------
<S>                                         <C>               <C>                  <C>   
ASSETS
Investment Securities:
   At Cost~                                 $  28,919,563     $  36,224,200        $  244,972
                                            =================================================
   At Value~                                $  29,308,962     $  41,984,248        $  242,606
Cash                                              333,956             2,205            27,667
Receivables:
   Fund Shares Sold                             1,120,392            27,618                 0
   Dividends and Interest                         388,186           132,529                58
Organization Costs                                  3,682             3,682                 0
Prepaid Expenses and
   Other Assets                                       740             1,364                 0
                                            -------------------------------------------------
TOTAL ASSETS                                   31,155,918        42,151,646           270,331
                                            -------------------------------------------------
LIABILITIES
Payables:
   Investment Securities Purchased                230,500         1,911,831            23,769
   Fund Shares Repurchased                         30,349           136,233                 0
Accrued Expenses and
   Other Payables                                  14,155            10,113                 0
                                            -------------------------------------------------
TOTAL LIABILITIES                                 275,004         2,058,177            23,769
                                            -------------------------------------------------
Net Assets at Value                         $  30,880,914      $ 40,093,469        $  246,562
                                            =================================================
NET ASSETS
Paid-in Capital*                            $  30,364,634      $ 33,741,127        $  248,999
Accumulated Undistributed
   Net Investment Income
   (See Note 1)                                    24,007            28,673               580
Accumulated Undistributed
   Net Realized Gain (Loss) on
   Investment Securities and
   Foreign Currency Transactions                  102,874           563,621             (651)
Net Appreciation (Depreciation)


<PAGE>



   of Investment Securities and
   Foreign Currency Transactions
   (See Note 1)                                   389,399         5,760,048           (2,366)
                                            -------------------------------------------------
Net Assets at Value                         $  30,880,914      $ 40,093,469        $  246,562
                                            =================================================
Shares Outstanding                              2,478,386         2,353,217            24,884
Net Asset Value, Offering and
   Redemption Price per Share                     $ 12.46           $ 17.04        $     9.91
                                            =================================================

~  Investment  securities  at cost  and  value  at  December  31,  1997  include
repurchase  agreements of $634,000 and  $3,706,000 for High Yield and Industrial
Income Portfolios, respectively.

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

See Notes to Financial Statements

</TABLE>



<PAGE>


<TABLE>
<CAPTION>

                 INVESCO Variable Investment Funds, Inc.
             Statement of Assets and Liabilities (Continued)
                          December 31, 1997

                                                                      Total
                                               Technology            Return         Utilities
                                                Portfolio         Portfolio         Portfolio
                                              -------------------------------------------------
<S>                                            <C>          <C>                <C>   
ASSETS
Investment Securities:
   At Cost~                                   $   405,497    $   18,980,418     $   3,839,342
                                              ================================================
   At Value~                                  $   388,306    $   22,954,618     $   4,584,032
Cash                                               31,294            46,757               891
Receivables:
   Fund Shares Sold                                    50           155,794               623
   Dividends and Interest                             157           135,710             8,872
Organization Costs                                      0             3,682             3,682
Prepaid Expenses and Other Assets                       0               230               274
                                              ------------------------------------------------
TOTAL ASSETS                                      419,807        23,296,791         4,598,374
                                              ------------------------------------------------
LIABILITIES
Payable for Fund Shares
   Repurchased                                      5,381            18,718               967
Accrued Expenses and Other
   Payables                                             0            10,482             9,558
                                              ------------------------------------------------
TOTAL LIABILITIES                                   5,381            29,200            10,525
                                              ------------------------------------------------
Net Assets at Value                           $   414,426    $   23,267,591     $   4,587,849
                                              ================================================
NET ASSETS
Paid-in Capital*                              $   424,294    $   19,208,272     $   3,827,152
Accumulated Undistributed Net
   Investment Income
   (See Note 1)                                     1,686             5,271             2,424
Accumulated Undistributed Net
   Realized Gain on Investment
   Securities and Foreign
   Currency Transactions                            5,637            79,848            13,583
Net Appreciation (Depreciation)
   of Investment Securities and
   Foreign Currency Transactions
   (See Note 1)                                  (17,191)         3,974,200           744,690

                                              ------------------------------------------------
<PAGE>



                                              
Net Assets at Value                           $   414,426     $  23,267,591     $   4,587,849
                                              ================================================
Shares Outstanding                                 36,077         1,471,825           318,697
Net Asset Value, Offering and
   Redemption Price per Share                     $ 11.49           $ 15.81           $ 14.40
                                              ================================================


</TABLE>

~  Investment  securities  at cost  and  value  at  December  31,  1997  include
repurchase  agreements of $2,547,000 and $436,000 for Total Return and Utilities
Portfolios, respectively.

* The Fund has one billion  authorized  shares of common stock,  par value $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
                Period Ended December 31, 1997 (Note 1)

                                                                                       Health
                                                 Dynamics            Growth          Sciences
                                                Portfolio         Portfolio         Portfolio
                                              --------------------------------------------------
<S>                                            <C>                <C>              <C>  
INVESTMENT INCOME
INCOME
Dividends                                      $      478         $   1,237        $      758
Interest                                              115               115             3,012
   Foreign Taxes Withheld                             (7)              (19)              (11)
                                              --------------------------------------------------
   TOTAL INCOME                                       586             1,333             3,759
                                              --------------------------------------------------
EXPENSES
Investment Advisory Fees                              554               781             1,191
Transfer Agent Fees                                 5,000             3,333             5,000
Administrative Fees                                10,014             6,680            10,024
Custodian Fees and Expenses                         1,001               461             1,876
Directors' Fees and Expenses                            0                 0                 0
Professional Fees and Expenses                     14,865            14,860            15,874
Registration Fees and Expenses                          0                 0                 0
Other Expenses                                        477               318               488
                                              -------------------------------------------------
   TOTAL EXPENSES                                  31,911            26,433            34,453
   Fees and Expenses Absorbed
   by Investment Adviser                         (31,429)          (26,170)          (33,488)
   Fees and Expenses Paid
   Indirectly                                       (482)             (263)             (965)
                                              -------------------------------------------------
   NET EXPENSES                                         0                 0                 0
                                              -------------------------------------------------
NET INVESTMENT INCOME                                 586             1,333             3,759
                                              -------------------------------------------------
REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENT SECURITIES
Net Realized Gain (Loss) on
   Investment Securities and
   Foreign Currency Transactions                    3,715           (1,636)          (16,056)
Change in Net Appreciation of
   Investment Securities and
   Foreign Currency Transactions                    4,116            17,530            33,763
                                              -------------------------------------------------


<PAGE>



NET GAIN ON INVESTMENT
   SECURITIES                                       7,831            15,894            17,707
                                              -------------------------------------------------
Net Increase in Net Assets
   from Operations                            $     8,417         $  17,227        $   21,466
                                              =================================================

See Notes to Financial Statements

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                    INVESCO Variable Investment Funds, Inc.
                     Statement of Operations (Continued)
                    Period Ended December 31, 1997 (Note 1)

                                                                                        Small
                                                     High        Industrial           Company
                                                    Yield            Income            Growth
                                                Portfolio         Portfolio         Portfolio
                                              -------------------------------------------------

<S>                                            <C>              <C>                <C>   

INVESTMENT INCOME
INCOME
Dividends                                      $   11,212       $   445,918        $      256
Interest                                        1,789,476           477,209               224
Other Income                                       58,536                 0                 0
   Foreign Taxes Withheld                               0           (3,950)                 0
                                               ------------------------------------------------
   TOTAL INCOME                                 1,859,224           919,177               480
                                               ------------------------------------------------
EXPENSES
Investment Advisory Fees                          117,624           223,880               684
Transfer Agent Fees                                 5,000             5,000             5,000
Administrative Fees                                12,941            14,478            10,014
Custodian Fees and Expenses                        11,950            11,417             1,146
Directors' Fees and Expenses                        9,197             9,753                 0
Organization Expenses                               3,682             3,682                 0
Professional Fees and Expenses                     17,393            18,453            15,864
Registration Fees and Expenses                         78                78                 0
Other Expenses                                      6,603             3,255               476
                                              -------------------------------------------------
   TOTAL EXPENSES                                 184,468           289,996            33,184
   Fees and Expenses Absorbed
   by Investment Adviser                         (20,919)          (16,285)          (32,621)
   Fees and Expenses Paid
   Indirectly                                     (6,950)           (4,818)             (563)
                                              -------------------------------------------------
   NET EXPENSES                                   156,599           268,893                 0
                                              -------------------------------------------------
NET INVESTMENT INCOME                         $ 1,702,625       $   650,284        $      480
                                              -------------------------------------------------
REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENT SECURITIES
Net Realized Gain (Loss) on
   Investment Securities and
   Foreign Currency Transactions                1,351,668         2,766,021             (551)


<PAGE>



Change in Net Appreciation
   (Depreciation) of Investment
   Securities and Foreign Currency
   Transactions                                    69,593         3,726,765           (2,366)
                                              -------------------------------------------------
NET GAIN (LOSS) ON INVESTMENT
   SECURITIES                                   1,421,261         6,492,786           (2,917)
                                              -------------------------------------------------
Net Increase (Decrease) in Net
   Assets from Operations                     $ 3,123,886       $ 7,143,070        $  (2,437)
                                              =================================================

See Notes to Financial Statements

</TABLE>




<PAGE>


<TABLE>
<CAPTION>

                     INVESCO Variable Investment Funds, Inc.
                       Statement of Operations (Continued)
                     Period Ended December 31, 1997 (Note 1)

                                                                      Total
                                               Technology            Return         Utilities
                                                Portfolio         Portfolio         Portfolio
                                              --------------------------------------------------
<S>                                            <C>               <C>                <C> 
INVESTMENT INCOME
INCOME
Dividends                                     $       294       $   280,001        $  106,319
Interest                                            1,392           393,621            18,784
   Foreign Taxes Withheld                               0           (8,180)             (491)
                                              --------------------------------------------------
   TOTAL INCOME                                     1,686           665,442           124,612
                                              --------------------------------------------------
EXPENSES
Investment Advisory Fees                            1,318           126,159            19,549
Transfer Agent Fees                                 5,000             5,000             5,000
Administrative Fees                                10,026            12,534            10,489
Custodian Fees and Expenses                         1,499             7,804             4,466
Directors' Fees and Expenses                            0             9,110             8,403
Organization Expenses                                   0             3,682             3,682
Professional Fees and Expenses                     15,874            17,161            15,106
Registration Fees and Expenses                          0                78                78
Other Expenses                                        488             3,032               665
                                              --------------------------------------------------
   TOTAL EXPENSES                                  34,205           184,560            67,438
   Fees and Expenses Absorbed
   by Investment Adviser                         (33,352)          (30,247)          (35,201)
   Fees and Expenses Paid Indirectly                (853)           (3,392)           (2,862)
                                              --------------------------------------------------
   NET EXPENSES                                         0           150,921            29,375
                                              --------------------------------------------------
NET INVESTMENT INCOME                               1,686           514,521            95,237
                                              --------------------------------------------------
REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENT SECURITIES
Net Realized Gain on Investment
   Securities and Foreign
   Currency Transactions                            5,637           208,618            27,459
Change in Net Appreciation
   (Depreciation) of Investment
   Securities and Foreign


<PAGE>



   Currency Transactions                         (17,191)         2,541,805           643,128
                                              --------------------------------------------------
NET GAIN ON INVESTMENT
   SECURITIES                                    (11,554)         2,750,423           670,587
                                              --------------------------------------------------
Net Increase (Decrease) in
   Net Assets from Operations                 $   (9,868)       $ 3,264,944        $  765,824
                                              ==================================================

See Notes to Financial Statements

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                     INVESCO Variable Investment Funds, Inc.
                       Statement of Changes in Net Assets
                     Period Ended December 31, 1997 (Note 1)

                                                                                       Health
                                                 Dynamics            Growth          Sciences
                                                Portfolio         Portfolio         Portfolio
                                              -------------    ----------------------------------

<S>                                            <C>              <C>                <C>    
OPERATIONS
Net Investment Income                          $      586       $    1,333         $   3,759
Net Realized Gain (Loss) on
   Investment Securities and
   Foreign Currency Transactions                    3,715           (1,636)          (16,056)
Change in Net Appreciation of
   Investment Securities and
   Foreign Currency Transactions                    4,116            17,530            33,763
                                              -----------        ----------        ----------
NET INCREASE IN NET ASSETS
   FROM OPERATIONS                                  8,417            17,227            21,466
                                              -----------        ----------        ----------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                     250,000           250,000           890,308
Reinvestment of Distributions                           0                 0                 0
                                              -----------        ----------        ----------
                                                  250,000           250,000           890,308
Amounts Paid for Repurchases
   of Shares                                      (2,000)           (2,000)         (489,816)
                                              -----------        ----------        ----------
NET INCREASE IN NET ASSETS FROM
   FUND SHARE TRANSACTIONS                        248,000           248,000           400,492
                                              -----------        ----------        ----------
Total Increase in Net Assets                      256,417           265,227           421,958
NET ASSETS
Initial Subscription (See Note 1)                   1,000             1,000             1,000
Beginning of Period                                     0                 0                 0
                                              -----------        ----------        ----------
End of Period                                 $   257,417        $  266,227        $  422,958
                                              ===========        ==========        ==========
Accumulated Undistributed
   Net Investment Income Included
   in Net Assets at End of Period             $       586        $    1,333        $    3,759

FUND SHARE TRANSACTIONS
Initial Subscription (See Note 1)                     100               100               100


<PAGE>



Shares Sold                                        25,000            25,000            85,755
Shares Issued from Reinvestment
   of Distributions                                     0                 0                 0
                                              -----------        ----------        ----------
                                                   25,100            25,100            85,855
Shares Repurchased                                  (204)             (195)          (47,537)
                                              -----------        ----------        ----------
Net Increase in Fund Shares                        24,896            24,905            38,318
                                              ===========        ==========        ==========

See Notes to Financial Statements

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

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

                                                                     High Yield                      Industrial Income
                                                                     Portfolio                            Portfolio
                                                         ----------------------------------   --------------------------------
                                                                 1997              1996              1997              1996
<S>                                                     <C>                  <C>             <C>               <C>   
OPERATIONS
Net Investment Income                                    $  1,702,625        $  776,704       $   650,284       $   405,528
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions                        1,351,668           412,110         2,766,021         1,122,522
Change in Net Appreciation of Investment
   Securities and Foreign Currency
   Transactions                                                69,593           260,801         3,726,765         1,369,048
                                                         ----------------------------------   --------------------------------
NET INCREASE IN NET ASSETS FROM
   OPERATIONS                                               3,123,886         1,449,615         7,143,070         2,897,098
                                                         ----------------------------------   --------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                     (1,687,001)         (768,178)         (621,902)         (405,328)
In Excess of Net Investment Income                                  0                 0                 0             (514)
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions                      (1,250,049)         (407,604)       (2,199,803)       (1,121,678)
                                                         ----------------------------------   --------------------------------
TOTAL DISTRIBUTIONS                                       (2,937,050)       (1,175,782)       (2,821,705)       (1,527,520)
                                                         ----------------------------------   --------------------------------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                              33,849,922        13,157,662        27,309,883        15,001,088
Reinvestment of Distributions                               2,937,050         1,175,782         2,821,705         1,527,203
                                                         ----------------------------------   --------------------------------
                                                           36,786,972        14,333,444        30,131,588        16,528,291


<PAGE>



Amounts Paid for Repurchases of Shares                   (20,131,245)       (5,801,973)      (16,701,751)       (3,917,900)
                                                         ----------------------------------  --------------------------------
NET INCREASE IN NET ASSETS FROM
   FUND SHARE TRANSACTIONS                                 16,655,727         8,531,471        13,429,837        12,610,391
                                                         ----------------------------------  --------------------------------
Total Increase in Net Assets                               16,842,563         8,805,304        17,751,202        13,979,969
NET ASSETS
Beginning of Period                                        14,038,351         5,233,047        22,342,267         8,362,298
End of Period                                            $ 30,880,914      $ 14,038,351      $ 40,093,469      $ 22,342,267
                                                         ==================================  ================================
Accumulated Undistributed Net Investment
   Income Included in Net Assets at End of
   Period (See Note 1)                                         24,007             8,383            28,673               330

FUND SHARE TRANSACTIONS
Shares Sold                                                 2,645,545         1,101,791         1,689,472         1,070,184
Shares Issued from Reinvestment
   of Distributions                                           236,097            99,812           169,076           106,660
                                                          ---------------------------------  --------------------------------
                                                            2,881,642         1,201,603         1,858,548         1,176,844
Shares Repurchased                                        (1,594,764)         (484,030)       (1,064,382)         (282,515)
                                                          ---------------------------------  --------------------------------
Net Increase in Fund Shares                                 1,286,878           717,573           794,166           894,329
                                                          =================================  =================================

See Notes to Financial Statements

</TABLE>




<PAGE>

<TABLE>
<CAPTION>

                       INVESCO Variable Investment Funds, Inc.
                    Statement of Changes in Net Assets (Continued)

                                                        Small Company        Technology
                                                     Growth Portfolio         Portfolio                    Total Return
                                                         Period Ended      Period Ended                     Portfolio
                                                          December 31       December 31              Year Ended December 31
                                                       --------------     -------------           ----------------------------
                                                              1997              1997                 1997              1996
                                                             (Note 1)          (Note 1)
<S>                                                    <C>               <C>                 <C>               <C>   
OPERATIONS
Net Investment Income                                  $          480    $        1,686      $    514,521      $    357,380
Net Realized Gain (Loss) on Investment
   Securities and Foreign Currency
   Transactions                                                 (551)             5,637           208,618           (3,764)
Change in Net Appreciation (Depreciation)
   of Investment Securities and Foreign
   Currency Transactions                                      (2,366)          (17,191)         2,541,805           888,821
                                                       --------------     -------------       ------------------------------
NET INCREASE (DECREASE) IN
   NET ASSETS FROM OPERATIONS                                 (2,437)           (9,868)         3,264,944         1,242,437
                                                       --------------     -------------       -----------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                               0                 0         (465,401)         (361,829)
In Excess of Net Investment Income                                  0                 0                 0          (43,701)
Net Realized Gain on Investment
   Securities and Foreign Currency
   Transactions                                                     0                 0         (109,339)             (781)
                                                       --------------     -------------       ------------------------------
TOTAL DISTRIBUTIONS                                                 0                 0         (574,740)         (406,311)
                                                       --------------     -------------       ------------------------------
FUND SHARE TRANSACTIONS


<PAGE>



Proceeds from Sales of Shares                                 249,999         1,391,792        17,640,610         7,825,087
Reinvestment of Distributions                                       0                 0           574,740           406,311
                                                       --------------     -------------      -------------------------------
                                                              249,999         1,391,792        18,215,350         8,231,398
Amounts Paid for Repurchases of Shares                        (2,000)         (968,498)      (11,151,066)       (2,107,418)
                                                       --------------     -------------      -------------------------------
NET INCREASE IN NET ASSETS FROM
   FUND SHARE TRANSACTIONS                                    247,999           423,294         7,064,284         6,123,980
                                                       --------------     -------------      -------------------------------
Total Increase in Net Assets                                  245,562           413,426         9,754,488         6,960,106
NET ASSETS
Initial Subscription (See Note 1)                               1,000             1,000                 0                 0
Beginning of Period                                                 0                 0        13,513,103         6,552,997
                                                       --------------     -------------      -------------------------------
End of Period                                             $   246,562        $  414,426      $ 23,267,591      $ 13,513,103
                                                       ==============     =============      ===============================
Accumulated Undistributed (Distributions
   in Excess of) Net Investment Income
   Included in Net Assets at End of Period
   (See Note 1)                                                   580             1,686             5,271           (1,502)

FUND SHARE TRANSACTIONS
Initial Subscription (See Note 1)                                 100               100                 0                 0
Shares Sold                                                    25,000           122,765         1,194,193           616,196
Shares Issued from Reinvestment
   of Distributions                                                 0                 0            37,056            30,758
                                                       --------------     -------------      --------------------------------
                                                               25,100           122,865         1,231,249           646,954
Shares Repurchased                                              (216)          (86,788)         (782,443)         (163,597)
                                                       --------------     -------------      --------------------------------
Net Increase in Fund Shares                                    24,884            36,077           448,806           483,357
                                                       ==============     =============      ================================

See Notes to Financial Statements

</TABLE>


<PAGE>


<TABLE>
<CAPTION>

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

                                                                     Utilities Portfolio
                                                           ---------------------------------------
                                                                 1997                    1996
<S>                                                        <C>                    <C>    


OPERATIONS
Net Investment Income                                      $      95,237         $     27,768
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions                              27,459               30,198
Change in Net Appreciation of Investment
   Securities and Foreign Currency Transactions                  643,128               87,087
                                                           ---------------------------------------
NET INCREASE IN NET ASSETS FROM OPERATIONS                       765,824              145,053
                                                           ---------------------------------------
DISTRIBUTIONS TO SHAREHOLDERS
Net Investment Income                                           (91,300)             (27,885)
In Excess of Net Investment Income                                     0              (1,508)
Net Realized Gain on Investment Securities
   and Foreign Currency Transactions                            (13,881)             (30,023)
                                                           ---------------------------------------
TOTAL DISTRIBUTIONS                                            (105,181)             (59,416)
                                                           ---------------------------------------
FUND SHARE TRANSACTIONS
Proceeds from Sales of Shares                                  2,682,154            2,346,356
Reinvestment of Distributions                                    105,181               59,416
                                                           ---------------------------------------
                                                               2,787,335            2,405,772
Amounts Paid for Repurchases of Shares                       (1,520,377)            (120,953)
                                                           ---------------------------------------
NET INCREASE IN NET ASSETS FROM FUND
   SHARE TRANSACTIONS                                          1,266,958            2,284,819
                                                           ---------------------------------------
Total Increase in Net Assets                                   1,927,601            2,370,456
NET ASSETS
Beginning of Period                                            2,660,248              289,792
                                                           ---------------------------------------
End of Period                                                  4,587,849            2,660,248
                                                           =======================================
Accumulated Undistributed (Distributions in
   Excess of) Net Investment Income Included
   in Net Assets at End of Period                          $       2,424         $    (1,508)

FUND SHARE TRANSACTIONS


<PAGE>



Shares Sold                                                      203,031              201,321
Shares Issued from Reinvestment of Distributions                   7,481                4,972
                                                           --------------------------------------
                                                                 210,512              206,293
Shares Repurchased                                             (114,385)             (10,467)
                                                           --------------------------------------
Net Increase in Fund Shares                                       96,127              195,826
                                                           ======================================

See Notes to Financial Statements

</TABLE>

<PAGE>




                 INVESCO Variable Investment Funds, Inc.
                    Notes to Financial Statements

NOTE 1 - ORGANIZATION  AND SIGNIFICANT  ACCOUNTING  POLICIES.  INVESCO  Variable
Investment  Funds,  Inc. (the "Fund") is  incorporated in Maryland and presently
consists of ten  separate  Portfolios:  Dynamics  Portfolio,  Growth  Portfolio,
Health Sciences  Portfolio,  High Yield Portfolio,  Industrial Income Portfolio,
Realty Portfolio,  Small Company Growth Portfolio,  Technology Portfolio,  Total
Return Portfolio and Utilities Portfolio.  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 (the  "Portfolios")  are presented  herein.  The investment
objectives of the Portfolios  are: To seek  appreciation of capital for Dynamics
Portfolio;  to seek long-term capital growth for Growth and Small Company Growth
Portfolios;  to seek capital  appreciation and income on securities  principally
engaged  in  specific  business  sectors  for  Health  Sciences  and  Technology
Portfolios;  to seek a high level of current  income by  investing  primarily in
lower  rated bonds and other debt  securities  and in  preferred  stock for High
Yield Portfolio;  to seek the best possible current income for Industrial Income
Portfolio;   to  seek  a  high  total  return  on  investment   through  capital
appreciation and current income for Total Return Portfolio;  and to seek capital
appreciation and income on securities of companies principally engaged in public
utilities for Utilities  Portfolio.  Dynamics,  Growth and Small Company  Growth
Portfolios commenced  investment  operations on August 25, 1997. Health Sciences
and Technology  Portfolios commenced  investment  operations on May 22, 1997 and
May 21, 1997,  respectively.  Realty Portfolio has not yet commenced  investment
operations. 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.
     


<PAGE>



          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.
          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 are acquired. Income and expenses
      are  translated into U.S. dollars at the 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.  In the event of default
     on the  obligation to  repurchase,  the Fund has the right to liquidate the
     collateral and apply the proceeds in satisfaction of the obligation. In the
     event of  default  or  bankruptcy  by the  other  party  to the  agreement,
     realization  and/or  retention of the collateral or proceeds may be subject
     to legal proceedings.
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,
     original issue discount and amortized  premium,  is recorded on the accrual
     basis.  Discounts and premiums 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.


<PAGE>



      
          Effective  January 1, 1997, the Fund began  accruing  income using the
      effective interest method which includes  amortizing premiums on purchases
      of portfolio securities as adjustments to income. This method of recording
      income more  closely  reflects the  economics of holding and  disposing of
      debt  instruments.  Prior to  January  1, 1997,  the Fund  accrued  coupon
      interest income, market discount and original issue discount and accounted
      for  purchased  premiums  as capital  gains or losses when  realized  upon
      disposition of the associated security.  The cumulative effect of applying
      this  accounting   change  was  to  decrease   accumulated   undistributed
      (distributions  in excess  of) net  investment  income  and  increase  net
      unrealized appreciation of investment securities by $3,333 and $15,034 for
      High Yield and Total Return Portfolios, respectively, and insignificant or
      not applicable for the remaining seven Portfolios.  Such accounting change
      had no effect on net asset value per share.
          The Fund may have elements of risk due to concentrated  investments in
      specific industries or 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 investment  securities  includes
      fluctuations  from  currency  exchange  rates and  fluctuations  in market
      value.
          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.
          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.

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.  At December 31, 1997,  Health Sciences and
     Small Company Growth Portfolios had $8,421 and $555,  respectively,  in net
     capital loss carryovers which expire in the year 2005.


<PAGE>



          Growth, Health Sciences and High Yield Portfolios incurred and elected
      to defer post-October 31 net capital losses of $1,668,  $5,592 and $9,906,
      respectively,  to the year ended  December 31, 1998.  To the extent future
      capital gains are offset by capital loss  carryovers,  such gains will not
      be distributed to shareholders.
          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,
      1997, amounts qualifying for the dividends received deduction available to
      the Fund's corporate shareholders were as follows:

                                                                    Qualifying
      Portfolio                                                    Percentages
      --------------------------------------------------------------------------
      Dynamics Portfolio                                               0.00%
      Growth Portfolio                                                 0.00%
      Health Sciences Portfolio                                        0.00%
      High Yield Portfolio                                             0.38%
      Industrial Income Portfolio                                     19.20%
      Small Company Growth Portfolio                                   0.00%
      Technology Portfolio                                             0.00%
      Total Return Portfolio                                          43.03%
      Utilities Portfolio                                             87.77%

          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,   amortized  premiums,   foreign  currency
     transactions,  nontaxable  dividends,  net  operating  losses  and  expired
     capital loss carryforwards.
          For the year ended December 31, 1997, the effects of such  differences
      were as follows:

<PAGE>

                                                 Accumulated
                               Accumulated     Undistributed
                             Undistributed      Net Realized
                                       Net           Gain on
                                Investment        Investment           Paid-In
Portfolio                           Income        Securities           Capital
- -------------------------------------------------------------------------------
                           
High Yield Portfolio            $   3,333          $ (3,333)          $      0
Industrial Income Portfolio           (39)           (2,597)             2,636
Small Company Growth Portfolio        100              (100)                 0
Total Return Portfolio            (27,313)            27,313                 0
Utilities Portfolio                    (5)                 5                 0


          Net  investment  income,  net  realized  gains and net assets were not
      affected.
F.   ORGANIZATION  COSTS -  Organization  costs of $73,640  advanced by
     INVESCO Funds Group, Inc. ("IFG") for High Yield,  Industrial Income, Total
     Return  and  Utilities  Portfolios  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.   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.  Such credits are
      included  in  Fees  and  Expenses  Paid  Indirectly  in the  Statement  of
      Operations.
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:

<TABLE>
<CAPTION>

                                                         AVERAGE NET ASSETS
                          ---------------------------------------------------------------------
                                                                 $500
                             $0 to      $0 to     $350 to     Million        Over        Over
                              $350       $500        $700       to $1        $700          $1
Portfolio                 Million     Million     Million     Billion     Million     Billion
- -----------------------------------------------------------------------------------------------
<S>                        <C>         <C>       <C>          <C>        <C>           <C>
Dynamics Portfolio           0.60%          -       0.55%           -       0.50%           -
Health Sciences
      Portfolio              0.75%          -       0.65%           -       0.55%           -
High Yield Portfolio             -      0.60%           -       0.55%           -       0.45%


<PAGE>


Industrial Income
      Portfolio                  -      0.75%           -       0.65%           -       0.55%
Small Company Growth
      Portfolio              0.75%          -       0.65%           -       0.55%           -
Technology Portfolio         0.75%          -       0.65%           -       0.55%           -
Total Return
      Portfolio                  -      0.75%           -       0.65%           -       0.55%
Utilities Portfolio              -      0.60%           -       0.55%           -       0.45%

</TABLE>

      The fee for  Growth  Portfolio  is  based on the  annual  rate of 0.85% of
average net assets.
      In accordance with a Sub-Advisory  Agreement between IFG and INVESCO Trust
Company  ("ITC"),  a wholly owned  subsidiary  of IFG,  investment  decisions of
Dynamics,  Growth, Health Sciences, High Yield, Industrial Income, Small Company
Growth,  Technology and Utilities Portfolios are made by ITC. Effective February
4, 1998, such  responsibilities were transferred to IFG. 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 High Yield,  Industrial Income,  Total Return and Utilities
Portfolios.
NOTE 3 - PURCHASES AND SALES OF INVESTMENT SECURITIES. For the year
ended December 31, 1997, 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
- --------------------------------------------------------------------------------
Dynamics Portfolio                          $   306,765            $     68,458
Growth Portfolio                                277,552                  29,006
Health Sciences Portfolio                       540,702                 215,619
High Yield Portfolio                         77,680,078              63,760,047
Industrial Income Portfolio                  35,845,532              23,397,120
Small Company Growth Portfolio                  304,709                  59,186
Technology Portfolio                            705,986                 306,130
Total Return Portfolio                        4,738,362                 884,685
Utilities Portfolio                           1,994,733                 968,667

     


<PAGE>

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

Portfolio                                     Purchases                   Sales
- --------------------------------------------------------------------------------
Industrial Income Portfolio                $          0           $     508,047
Total Return Portfolio                        4,262,517               3,176,195

NOTE 4 -  APPRECIATION  AND  DEPRECIATION.  At  December  31,  1997,  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  (depreciation)  by Portfolio were
as follows:

<TABLE>
<CAPTION>
                                                                                          Net
                                              Gross                Gross         Appreciation
Portfolio                              Appreciation         Depreciation       (Depreciation)
- ----------------------------------------------------------------------------------------------
<S>                                   <C>                  <C>                   <C>    
Dynamics Portfolio                     $     20,044         $     15,928          $     4,116
Growth Portfolio                             22,652                5,122               17,530
Health Sciences Portfolio                    34,379                2,659               31,720
High Yield Portfolio                        539,000              150,147              388,853
Industrial Income Portfolio               5,983,665              224,150            5,759,515
Small Company Growth Portfolio               20,116               22,578              (2,462)
Technology Portfolio                         21,500               39,060             (17,560)
Total Return Portfolio                    4,159,899              187,716            3,972,183
Utilities Portfolio                         800,861               56,171              744,690

</TABLE>

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 are based on an annual rate equal to 40% of the retainer fee at the time of
retirement.
      Pension  expenses  for the year  ended  December  31,  1997,  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:
<TABLE>
<CAPTION>
                                                                Unfunded
                                            Pension              Accrued              Pension
Portfolio                                  Expenses        Pension Costs            Liability
- ---------------------------------------------------------------------------------------------
<S>                                       <C>               <C>                    <C>    
High Yield Portfolio                       $    219          $       340             $    637
Industrial Income Portfolio                     342                  537                  981


<PAGE>



Total Return Portfolio                          217                  308                  615
Utilities Portfolio                              26                   50                   80

</TABLE>

      Pension  expenses,  unfunded  accrued pension costs and pension  liability
were  insignificant for the remaining  Portfolios.
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, 1997, there were no such borrowings.



<PAGE>



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

                                                                  Period
                                                                   Ended
                                                             December 31
                                                          --------------
                                                                   1997+

                                                          Dynamics Portfolio

PER SHARE DATA
Net Asset Value - Beginning of Period                       $      10.00
                                                          --------------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                               0.02
Net Gains on Securities (Both Realized
   and Unrealized)                                                  0.32
Total from Investment Operations                                    0.34
                                                          --------------
Net Asset Value - End of Period                            $       10.34
                                                          ==============

TOTAL RETURN>                                                    3.40%*

RATIOS
Net Assets - End of Period ($000 Omitted)                           $257
Ratio of Expenses to Average Net Assets                          0.52%@~
Ratio of Net Investment Income to
   Average Net Assets                                             0.63%~
Portfolio Turnover Rate                                             28%*
Average Commission Rate Paid^^                                  $0.0588*

+ All of the expenses of the  Portfolio  were  voluntarily  absorbed by IFG from
August 25, 1997,  commencement of investment  operations,  through  December 31,
1997. If such expenses had not been voluntarily  absorbed,  ratio of expenses to
average net assets would have been 34.18% and ratio of net investment  income to
average net assets would have been (33.03%).

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



<PAGE>


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

@ 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.



<PAGE>



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

                                                                  Period
                                                                   Ended
                                                             December 31
                                                          --------------
                                                                   1997+

                                                        Growth Portfolio

PER SHARE DATA
Net Asset Value - Beginning of Period                      $       10.00
                                                          --------------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                               0.05
Net Gains on Securities (Both Realized
   and Unrealized)                                                  0.64
Total from Investment Operations                                    0.69
                                                          --------------
Net Asset Value - End of Period                            $       10.69
                                                          ==============

TOTAL RETURN>                                                     6.90%*

RATIOS
Net Assets - End of Period ($000 Omitted)                           $266
Ratio of Expenses to Average Net Assets                          0.29%@~
Ratio of Net Investment Income to
   Average Net Assets                                             1.45%~
Portfolio Turnover Rate                                             12%*
Average Commission Rate Paid^^                                  $0.0596*

+ All of the expenses of the  Portfolio  were  voluntarily  absorbed by IFG from
August 25, 1997,  commencement of investment  operations,  through  December 31,
1997. If such expenses had not been voluntarily  absorbed,  ratio of expenses to
average net assets would have been 28.76% and ratio of net investment  income to
average net assets would have been (27.02%).

> 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
period shown.



<PAGE>


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

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




<PAGE>



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

                                                                  Period
                                                                   Ended
                                                             December 31
                                                          --------------
                                                                   1997+

                                               Health Sciences Portfolio

PER SHARE DATA
Net Asset Value - Beginning of Period                       $     10.00
                                                          --------------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                               0.10
Net Gains on Securities (Both Realized
   and Unrealized)                                                  0.94
                                                          --------------
Total from Investment Operations                                    1.04
                                                          --------------
Net Asset Value - End of Period                             $      11.04
                                                          ==============

TOTAL RETURN>                                                    10.40%*

RATIOS
Net Assets - End of Period ($000 Omitted)                            423
Ratio of Expenses to Average Net Assets                          0.60%@~
Ratio of Net Investment Income to
   Average Net Assets                                             2.34%~
Portfolio Turnover Rate                                            112%*
Average Commission Rate Paid^^                                  $0.0590*

+ All of the expenses of the Portfolio were voluntarily absorbed by IFG from May
22, 1997,  commencement of investment operations,  through December 31, 1997. If
such expenses had not been  voluntarily  absorbed,  ratio of expenses to average
net assets would have been 21.45% and ratio of net investment  income to average
net assets would have been (18.51%).

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



<PAGE>



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

@ 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.





<PAGE>



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

<TABLE>
<CAPTION>
                                                                                       Period
                                                                                        Ended
                                                     Year Ended December 31       December 31
                                        ----------------------------------------  ------------
                                            1997           1996           1995          1994^
<S>                                  <C>             <C>           <C>            <C>    
                                        High Yield Portfolio
PER  SHARE DATA
Net Asset Value -
   Beginning of Period                  $  11.78      $   11.04      $   10.01      $   10.00
                                        ----------------------------------------  ------------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                       0.78           0.72           0.55           0.05
Net Gains on Securities
   (Both Realized and Unrealized)           1.26           1.11           1.43           0.01
                                        ---------------------------------------   ------------
Total from Investment
   Operations                               2.04           1.83           1.98           0.06
                                        ---------------------------------------   ------------
LESS DISTRIBUTIONS
Dividends from Net Investment
   Income                                   0.78           0.71           0.55           0.05
Distributions from Capital
   Gains                                    0.58           0.38           0.40           0.00
                                         --------------------------------------   ------------
Total Distributions                         1.36           1.09           0.95           0.05
                                         --------------------------------------   ------------
Net Asset Value -
   End of Period                           12.46          11.78          11.04          10.01
                                         ======================================   ============

TOTAL RETURN>                             17.33%         16.59%         19.76%         0.60%*

RATIOS
Net Assets - End of Period
   ($000 Omitted)                        $30,881        $14,033         $5,233           $624
Ratio of Expenses to Average
   Net Assets#                            0.83%@         0.87%@         0.97%@         0.74%~
Ratio of Net Investment
   


<PAGE>


Income to Average Net
   Assets#                                 8.67%          9.19%          8.79%         2.72%~
Portfolio Turnover Rate                     344%           380%           310%           23%*

</TABLE>

^ From May 27, 1994,  commencement  of  investment  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, 1997,  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 0.94%, 1.32%, 2.71% and 30.38%, respectively,
and ratio of net investment  income to average net assets would have been 8.56%,
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>

<TABLE>
<CAPTION>

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

                                                                                       Period
                                                                                        Ended
                                                     Year Ended December 31       December 31
                                         ---------------------------------------  ------------
                                          1997             1996           1995          1994^
<S>                                  <C>             <C>           <C>            <C>    
                                          Industrial Income Portfolio
PER SHARE DATA
Net Asset Value -
   Beginning of Period                  $  14.33      $   12.58      $   10.09      $   10.00
                                         ---------------------------------------  ------------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                       0.30           0.28           0.19           0.03
Net Gains on Securities
   (Both Realized and Unrealized)           3.71           2.52           2.76           0.09
                                         ---------------------------------------  ------------
Total from Investment
   Operations                               4.01           2.80           2.95           0.12
                                         ---------------------------------------  ------------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income                        0.29           0.28           0.20           0.03
Distributions from Capital
   Gains                                    1.01           0.77           0.26           0.00
                                         ---------------------------------------  ------------
Total Distributions                         1.30           1.05           0.46           0.03
                                         ---------------------------------------  ------------
Net Asset Value -
   End of Period                           17.04          14.33          12.58          10.09
                                         =======================================  ============

TOTAL RETURN>                             28.17%         22.28%         29.25%         1.23%*

RATIOS
Net Assets - End of Period
   ($000 Omitted)                         40,093         22,342          8,362            525
Ratio of Expenses to Average
   Net Assets#                            0.91%@         0.95%@         1.03%@         0.79%~
Ratio of Net Investment
   Income to Average Net


<PAGE>



   Assets#                                 2.18%          2.87%          3.50%         1.69%~
Portfolio Turnover Rate                      87%            93%            97%            0%*
Average Commission Rate Paid^^            0.1912         0.0867              -              -

</TABLE>

^ From August 10, 1994,  commencement of investment 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, 1997,  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 0.97%, 1.19%, 2.31% and 32.55%, respectively,
and ratio of net investment  income to average net assets would have been 2.12%,
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 the Period)

                                                                     Period
                                                                      Ended
                                                                December 31
                                                             --------------
                                                                      1997+

                                                Small Company Growth Portfolio

PER SHARE DATA
Net Asset Value - Beginning of Period                                $10.00
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                                  0.02
Net Loss on Securities (Both Realized
   and Unrealized)                                                   (0.11)
Total from Investment Operations                                     (0.09)
                                                             --------------
Net Asset Value - End of Period                                       $9.91
                                                             ==============

TOTAL RETURN>                                                      (0.90)%*

RATIOS
Net Assets - End of Period ($000 Omitted)                              $247
Ratio of Expenses to Average Net Assets                             0.61%@~
Ratio of Net Investment Income to
   Average Net Assets                                                0.52%~
Portfolio Turnover Rate                                                25%*
Average Commission Rate Paid^^                                     $0.1066*

+ All of the expenses of the  Portfolio  were  voluntarily  absorbed by IFG from
August 25, 1997,  commencement of investment  operations,  through  December 31,
1997. If such expenses had not been voluntarily  absorbed,  ratio of expenses to
average net assets would have been 35.99% and ratio of net investment  income to
average net assets would have been (34.86%).

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

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


<PAGE>



@ 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.


<PAGE>



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

                                                                     Period
                                                                      Ended
                                                                December 31
                                                              -------------
                                                                      1997+

                                                       Technology Portfolio
PER SHARE DATA
Net Asset Value - Beginning of Period                                $10.00
                                                              -------------
INCOME FROM INVESTMENT OPERATIONS
Net Investment Income                                                  0.05
Net Gains on Securities (Both Realized
   and Unrealized)                                                     1.44
                                                              -------------
Total from Investment Operations                                       1.49
                                                              -------------
Net Asset Value - End of Period                                       11.49
                                                              =============

TOTAL RETURN>                                                       14.80%*

RATIOS
Net Assets - End of Period ($000 Omitted)                               414
Ratio of Expenses to Average Net Assets                             0.48%@~
Ratio of Net Investment Income to Average
   Net Assets                                                        0.95%~
Portfolio Turnover Rate                                               102%*
Average Commission Rate Paid^^                                     $0.1503*

+ All of the expenses of the Portfolio were voluntarily absorbed by IFG from May
21, 1997,  commencement of investment operations,  through December 31, 1997. If
such expenses had not been  voluntarily  absorbed,  ratio of expenses to average
net assets would have been 19.25% and ratio of net investment  income to average
net assets would have been (17.82%).

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



<PAGE>



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

@ 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.



<PAGE>

<TABLE>
<CAPTION>

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

                                                                                       Period
                                                                                        Ended
                                                Year Ended December 31            December 31
                                      ------------------------------------------  ------------
                                          1997             1996           1995          1994^
                                       Total Return Portfolio
<S>                                  <C>             <C>           <C>            <C>       <C>
PER SHARE DATA
Net Asset Value -
   Beginning of Period                 $   13.21      $   12.14      $  10.09      $   10.00
                                      ------------------------------------------  -----------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                       0.36           0.36           0.25           0.09
Net Gains on Securities
   (Both Realized and Unrealized)           2.66           1.12           2.05           0.09
                                      ------------------------------------------  ------------
Total from Investment
   Operations                               3.02           1.48           2.30           0.18
                                      ------------------------------------------  ------------
LESS DISTRIBUTIONS
Dividends from Net Investment
   Income                                   0.34           0.36           0.24           0.09
In Excess of Net Investment
   Income                                   0.00           0.05           0.00           0.00
Distributions from Capital Gains            0.08           0.00           0.01           0.00
                                      ------------------------------------------  ------------
Total Distributions                         0.42           0.41           0.25           0.09
                                      ------------------------------------------  ------------
Net Asset Value -
   End of Period                           15.81          13.21          12.14          10.09
                                      ==========================================  ============

TOTAL RETURN>                             22.91%         12.18%         22.79%         1.75%*

RATIOS
Net Assets - End of Period
   ($000 Omitted)                         23,268         13,513          6,553          1,055
Ratio of Expenses to Average
   Net Assets#                            0.92%@         0.94%@         1.01%@         0.86%~


<PAGE>


Ratio of Net Investment Income
   to Average Net Assets#                  3.07%          3.44%          3.91%         3.86%~
Portfolio Turnover Rate                      27%            12%             5%            0%*
Average Commission Rate Paid^^            0.0540         0.0890              -              -


</TABLE>

^ From June 2, 1994,  commencement  of  investment  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, 1997,  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 1.10%, 1.30%, 2.51% and 16.44%, respectively,
and ratio of net investment  income to average net assets would have been 2.89%,
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>


<TABLE>
<CAPTION>

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


                                                                                       Period
                                                                                        Ended
                                                Year Ended December 31            December 31
                                        ----------------------------------------  ------------
                                          1997           1996           1995          1994+
                                        Utilities Portfolio
<S>                                    <C>           <C>           <C>            <C>    

PER SHARE DATA
Net Asset Value -
   Beginning of Period                 $   11.95      $   10.84      $   10.00      $   10.00
                                        ----------------------------------------  -----------
INCOME FROM INVESTMENT
   OPERATIONS
Net Investment Income                       0.31           0.13           0.07           0.00
Net Gains on Securities
   (Both Realized and Unrealized)           2.48           1.26           0.84           0.00
                                        ----------------------------------------  -----------
Total from Investment
   Operations                               2.79           1.39           0.91           0.00
                                        ----------------------------------------  -----------
LESS DISTRIBUTIONS
Dividends from Net
   Investment Income                        0.29           0.13           0.07           0.00
In Excess of Net Investment
   Income                                   0.00           0.01           0.00           0.00
Distributions from Capital
   Gains                                    0.05           0.14           0.00           0.00
                                        ----------------------------------------  -----------
Total Distributions                         0.34           0.28           0.07           0.00
                                        ----------------------------------------  -----------
Net Asset Value -
   End of Period                           14.40          11.95          10.84          10.00
                                        ========================================  ===========

TOTAL RETURN>                             23.41%         12.76%          9.08%          0.00%

RATIOS
Net Assets - End of Period
   ($000 Omitted)                          4,588          2,660            290             25
Ratio of Expenses to Average
   Net Assets#                            0.99%@         1.16%@         1.80%@          0.00%


<PAGE>



Ratio of Net Investment
   Income to Average Net
   Assets#                                 2.92%          2.92%          2.47%          0.00%
Portfolio Turnover Rate                      33%            48%            24%             0%
Average Commission Rate Paid^^            0.1564         0.1055              -              -

</TABLE>

+ 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, 1997,  1996,  and 1995.  If such expenses had not been
voluntarily  absorbed,  ratio of expenses to average net assets  would have been
2.07%,  5.36% and 57.13%,  respectively,  and ratio of net investment  income to
average net assets would have been 1.84%, (1.28%) and (52.86%), respectively.

@ Ratio is based on Total  Expenses  of the  Fund,  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 Shareholders and Board of Directors 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
INVESCO Variable  Investment Funds, Inc.,  (hereafter referred to as the "Fund")
at December 31, 1997,  the results of each of their  operations,  the changes in
each of their net assets 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, 1997 by  correspondence  with the custodian and the  application of
alternative   auditing  procedures  where  securities  purchased  had  not  been
received, provide a reasonable basis for the opinion expressed above.




Price Waterhouse LLP

Denver, Colorado
February 6, 1998



<PAGE>


INVESCO FUNDS

INVESCO Distributors, Inc., (SM)
Distributor
Post Office Box 173706
Denver, Colorado 80217-3706

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




<PAGE>





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission