MFS VARIABLE INSURANCE TRUST
497, 2000-08-17
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INVESTMENT MANGEMENT
We invented the mutual fund(RegTM)]

---------------------------------------
MFS[RegTM] VARIABLE INSURANCE TRUST(SM)
---------------------------------------

                                                                      Prospectus
                                                                   Initial Class

MAY 1, 2000

MFS[RegTM] EMERGING GROWTH SERIES

MFS[RegTM] CAPITAL OPPORTUNITIES SERIES

MFS[RegTM] UTILITIES SERIES

MFS[RegTM] HIGH INCOME SERIES

MFS[RegTM] GLOBAL GOVERNMENTS SERIES

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

This Prospectus describes each of the five series of the MFS Variable Insurance
Trust (referred to as the trust):

1.   MFS Emerging Growth Series seeks to provide long-term growth of capital
     (referred to as the Emerging Growth Series).

2.   MFS Capital Opportunities Series seeks capital appreciation (referred to as
     the Capital Opportunities Series).

3.   MFS Utilities Series seeks capital growth and current income (income above
     that available from a portfolio invested entirely in equity securities)
     (referred to as the Utilities Series).

4.   MFS High Income Series seeks high current income by investing primarily in
     a professionally managed diversified portfolio of fixed income securities,
     some of which may involve equity features (referred to as the High Income
     Series).

5.   MFS Global Governments Series seeks income and capital appreciation
     (referred to as the Global Governments Series).

The Securities and Exchange Commission has not approved the series' shares or
determined whether this prospectus is accurate or complete. Anyone who tells you
otherwise is committing a crime.
<PAGE>


-----------------
TABLE OF CONTENTS
-----------------

<TABLE>
<S>   <C>                                                            <C>
                                                                     Page
I     Expense Summary ............................................   (1)

II    Risk Return Summary ........................................   (2)

       1. Emerging Growth Series .................................   (2)

       2. Capital Opportunities Series ...........................   (5)

       3. Utilities Series .......................................   (8)

       4. High Income Series .....................................   (13)

       5. Global Governments Series ..............................   (16)

III   Certain Investment Strategies and Risks ....................   (20)

IV    Management of the Series ...................................   (20)

V     Description of Shares ......................................   (21)

VI    Other Information ..........................................   (21)

VII   Financial Highlights .......................................   (22)

      Appendix A -- Investment Techniques and Practices ..........   (A-1)
</TABLE>
<PAGE>


     The trust offers shares of its 16 series to separate accounts established
     by insurance companies in order to serve as investment vehicles for
     variable annuity and variable life insurance contracts and to qualified
     pension and retirement plans. Each of these series is managed by
     Massachusetts Financial Services Company (referred to as MFS or the
     adviser). Five of these are described below.

--------------------
I    EXPENSE SUMMARY
--------------------

(>)  Expense Table

     This table describes the expense that you may pay when you hold initial
     class shares of the series. These fees and expenses do not take into
     account the fees and expenses imposed by insurance companies through which
     your investment in a series may be made.

     Annual Series Operating Expenses (expenses that are deducted from a series'
     assets):

<TABLE>
<CAPTION>
                                                     Emerging        Capital
                                                      Growth      Opportunities
                                                      Series         Series
                                                    ---------- ------------------
<S>                                                     <C>           <C>
   Management Fee .................................     0.75%          0.75%
   Other Expenses(1) ..............................     0.09%          0.27%
                                                        ----          -----
   Total Annual Series Operating Expenses .........     0.84%          1.02%
    Expense Reimbursement .........................      N/A          (0.11)%(2)
                                                        ----          -----
    Net Expenses(1) ...............................     0.84%          0.91%

<CAPTION>
                                                                       High              Global
                                                     Utilities        Income           Governments
                                                       Series         Series             Series
                                                    ----------- ------------------ ------------------
<S>                                                     <C>            <C>                <C>
   Management Fee .................................     0.75%           0.75%              0.75%
   Other Expenses(1) ..............................     0.16%           0.22%              0.30%
                                                        ----           -----              -----
   Total Annual Series Operating Expenses .........     0.91%           0.97%              1.05%
    Expense Reimbursement .........................      N/A           (0.06)%(2)         (0.14)%(2)
                                                        ----           -----              -----
    Net Expenses(1) ...............................     0.91%           0.91%              0.91%
</TABLE>

     ---------

     (1)  Each series has an expense offset arrangement which reduces the
          series' custodian fee based upon the amount of cash maintained by the
          series with its custodian and dividend disbursing agent. Each series
          may enter into other such arrangements and directed brokerage
          arrangements, which would also have the effect of reducing the series'
          expenses. "Other Expenses" do not take into account these expense
          reductions, and are therefore higher than the actual expenses of the
          series. Had these fee reductions been taken into account, "Net
          Expenses" would be lower for certain series and would equal:

          0.83% for Emerging Growth Series
          0.90% for Capital Opportunities Series
          0.90% for Utilities Series
          0.90% for High Income Series
          0.90% for Global Governments Series

     (2)  MFS has contractually agreed, subject to reimbursement, to bear
          expenses for these series such that each such series' "Other Expenses"
          (after taking into account the expense offset arrangement described
          above), do not exceed the following percentages of the average daily
          net assets of the series during the current fiscal year:

          0.15% for Capital Opportunities Series
          0.15% for High Income Series
          0.15% for Global Governments Series

          These contractual fee arrangements will continue until at least May 1,
          2001, unless changed with the consent of the board of trustees which
          oversees the series.

(>)  Example of Expenses--Initial Class

     These examples are intended to help you compare the cost of investing in
     the series with the cost of investing in other mutual funds. These examples
     do not take into account the fees and expenses imposed by insurance
     companies through which your investment in a series may be made.

     The examples assume that:

     o    You invest $10,000 in the series for the time periods indicated and
          you redeem your shares at the end of the time periods;

     o    Your investment has a 5% return each year and dividends and other
          distributions are reinvested; and

     o    The series' operating expenses remain the same, except that the
          series' total operating expenses are assumed to be the series' "Net
          Expenses" for the first year, and the series' "Total Annual Series
          Operating Expenses" for subsequent years (see the expense table on the
          previous page).

     Although your actual costs may be higher or lower, under these assumptions
     your costs would be:

<TABLE>
<CAPTION>
                                                  Period
                                  ---------------------------------------
Series                             1 Year   3 Years   5 Years   10 Years
-------------------------------------------------------------------------
<S>                                  <C>      <C>       <C>      <C>
   Emerging Growth Series            $86      $268      $466     $1,037
   Capital Opportunities Series       93       314       553      1,238
   Utilities Series                   93       290       504      1,120
   High Income Series                 93       303       530      1,184
   Global Governments Series          93       320       566      1,270
</TABLE>


                                        1
<PAGE>


------------------------
II   RISK RETURN SUMMARY
------------------------

     Investment strategies which are common to all series are described under
     the caption "Certain Investment Strategies."

     1:   Emerging Growth Series
     ...........................................................................

(>)  Investment Objective

     The series' investment objective is long term growth of capital. The
     series' objective may be changed without shareholder approval.

(>)  Principal Investment Policies

     The series invests, under normal market conditions, at least 65% of its
     total assets in common stocks and related securities, such as preferred
     stocks, convertible securities and depositary receipts for those
     securities, of emerging growth companies. Emerging growth companies are
     companies which MFS believes are either:

     o    early in their life cycle but which have the potential to become major
          enterprises, or

     o    major enterprises whose rates of earnings growth are expected to
          accelerate because of special factors, such as rejuvenated management,
          new products, changes in consumer demand, or basic changes in the
          economic environment.

     Emerging growth companies may be of any size, and MFS would expect these
     companies to have products, technologies, management, markets and
     opportunities which will facilitate earnings growth over time that is well
     above the growth rate of the overall economy and the rate of inflation. The
     series' investments may include securities listed on a securities exchange
     or traded in the over-the-counter (OTC) markets.

     MFS uses a bottom-up, as opposed to a top-down, investment style in
     managing the equity-oriented funds (such as the series) it advises. This
     means that securities are selected based upon fundamental analysis (such as
     an analysis of earnings, cash flows, competitive position and management's
     abilities) performed by the series' portfolio manager and MFS' large group
     of equity research analysts.

     The series may invest in foreign securities (including emerging market
     securities), through which it may have exposure to foreign currencies.

     The series has engaged and may engage in active and frequent trading to
     achieve its principal investment strategies.

(>)  Principal Risks of an Investment

     The principal risks of investing in the series and the circumstances
     reasonably likely to cause the value of your investment in the series to
     decline are described below. The share price of the series generally
     changes daily based on market conditions and other factors. Please note
     that there are many circumstances which could cause the value of your
     investment in the series to decline, and which could prevent the series
     from achieving its objective, that are not described here.

     The principal risks of investing in the series are:

     o    Market Risk: This is the risk that the price of a security held by the
          series will fall due to changing economic, political or market
          conditions or disappointing earnings results.

     o    Emerging Growth Risk: Prices of securities react to the economic
          condition of the company that issued the security. The series' equity
          investments in an issuer may rise and fall based on the issuer's
          actual and anticipated earnings, changes in management and the
          potential for takeovers and acquisitions. Investments in emerging
          growth companies may be subject to more abrupt or erratic market
          movements and may involve greater risks than investments in other
          companies. Emerging growth companies often:

          >    have limited product lines, markets and financial resources

          >    are dependent on management by one or a few key individuals

          >    have shares which suffer steeper than average price declines
               after disappointing earnings reports and are more difficult to
               sell at satisfactory prices

     o    Over-the-Counter Risk: OTC transactions involve risks in addition to
          those associated with transactions in securities traded on exchanges.
          OTC-listed companies may have limited product lines, markets or
          financial resources. Many OTC stocks trade less frequently and in
          smaller volume than exchange-listed stocks. The values of these stocks
          may be more volatile than exchange-listed stocks, and the series may
          experience difficulty in establishing or closing out positions in
          these stocks at prevailing market prices.


                                        2
<PAGE>


     o    Foreign Securities Risk: Investments in foreign securities involve
          risks relating to political, social and economic developments abroad,
          as well as risks resulting from the differences between the
          regulations to which U.S. and foreign issuers and markets are subject:

          >    These risks may include the seizure by the government of company
               assets, excessive taxation, withholding taxes on dividends and
               interest, limitations on the use or transfer of portfolio assets,
               and political or social instability.

          >    Enforcing legal rights may be difficult, costly and slow in
               foreign countries, and there may be special problems enforcing
               claims against foreign governments.

          >    Foreign companies may not be subject to accounting standards or
               governmental supervision comparable to U.S. companies, and there
               may be less public information about their operations.

          >    Foreign markets may be less liquid and more volatile than U.S.
               markets.

          >    Foreign securities often trade in currencies other than the U.S.
               dollar, and the series may directly hold foreign currencies and
               purchase and sell foreign currencies through forward exchange
               contracts. Changes in currency exchange rates will affect the
               series' net asset value, the value of dividends and interest
               earned, and gains and losses realized on the sale of securities.
               An increase in the strength of the U.S. dollar relative to these
               other currencies may cause the value of the series to decline.
               Certain foreign currencies may be particularly volatile, and
               foreign governments may intervene in the currency markets,
               causing a decline in value or liquidity in the series' foreign
               currency holdings. By entering into forward foreign currency
               exchange contracts, the series may be required to forego the
               benefits of advantageous changes in exchange rates and, in the
               case of forward contracts entered into for the purpose of
               increasing return, the series may sustain losses which will
               reduce its gross income. Forward foreign currency exchange
               contracts involve the risk that the party with which the series
               enters the contract may fail to perform its obligations to the
               series.

     o    Emerging Markets Risk: Emerging markets are generally defined as
          countries in the initial stages of their industrialization cycles with
          low per capita income. Investments in emerging markets securities
          involve all of the risks of investments in foreign securities, and
          also have additional risks:

          >    All of the risks of investing in foreign securities are
               heightened by investing in emerging markets countries.

          >    The markets of emerging markets countries have been more volatile
               than the markets of developed countries with more mature
               economies. These markets often have provided significantly higher
               or lower rates of return than developed markets, and
               significantly greater risks, to investors.

     o    Active or Frequent Trading Risk: The fund has engaged and may engage
          in active and frequent trading to achieve its principal investment
          strategies. This may result in the realization and distribution to
          shareholders of higher capital gains as compared to a fund with less
          active trading policies. Frequent trading also increases transaction
          costs, which could detract from the fund's performance.

     o    As with any mutual fund, you could lose money on your investment in
          the series.

     An investment in the series is not a bank deposit and is not insured or
     guaranteed by the Federal Deposit Insurance Corporation or any other
     government agency.

(>)  Bar Chart and Performance Table

     The bar chart and performance table below are intended to indicate some of
     the risks of investing in the series by showing changes in the series'
     performance over time. The performance table also shows how the series
     performance over time compares with that of one or more broad measures of
     market performance. The chart and table provide past performance
     information based on calendar year periods. The series' past performance
     does not necessarily indicate how the series will perform in the future.
     The returns shown do not reflect fees and charges imposed under the
     variable annuity and life insurance contracts through which an investment
     may be made. If these fees and charges were included, they would reduce
     these returns.


                                        3
<PAGE>


     Bar Chart

     The bar chart shows changes in the annual total returns of the series'
     initial class, assuming the reinvestment of distributions.

[Bar chart data]

<TABLE>
<S>       <C>
1996      17.02%
1997      21.90%
1998      34.16%
1999      76.71%
</TABLE>

          During the period shown in the bar chart, the highest quarterly return
     was 55.05% (for the calendar quarter ended December 31, 1999) and the
     lowest quarterly return was (13.11)% (for the calendar quarter ended
     September 30, 1998).

     Performance Table

     This table shows how the average annual total returns of the series' shares
     compares to a broad measure of market performance and various other market
     indicators and assumes the reinvestment of distributions.

     Average Annual Total Returns as of December 31, 1999
     ...........................................................................

<TABLE>
<CAPTION>
                                                      1 Year              Life*
<S>                                                   <C>                <C>
   Emerging Growth Series--Initial Class              76.71%             36.44%
   Russell 2000 Total Return Index**+                 21.26%             14.06%
   Standard & Poor's 500 Composite Index**++          21.04%             26.53%
</TABLE>

     ---------
     *    Series performance figures are for the period from the commencement of
          the series' investment operations, July 24, 1995, through December 31,
          1999. Index returns are from August 1, 1995.
     **   Source: Standard & Poor's Micropal, Inc.
     +    The Russell 2000 Total Return Index is a broad-based, unmanaged index
          comprised of 2,000 of the smallest U.S.-domiciled company common
          stocks (on the basis of capitalization) that are traded in the United
          States on the New York Stock Exchange (NYSE), the American Stock
          Exchange (AMEX), and NASDAQ.
     ++   The Standard & Poor's 500 Composite Index is a broad-based, unmanaged,
          but commonly used measure of common stock total return performance. It
          is comprised of 500 widely held common stocks listed on the NYSE, AMEX
          and over-the-counter market.

(>)  Portfolio Manager

     Toni Y. Shimura, a Senior Vice President of the Adviser, has been employed
     in the investment management area of the Adviser since 1987. Ms. Shimura
     became portfolio manager of the series on November 30, 1995. John W.
     Ballen, Chief Investment Officer and President of MFS, provides general
     oversight in the management of the series' portfolio.


                                        4
<PAGE>


     2:   Capital Opportunities Series
     ...........................................................................

(>)  Investment Objective

     The series' investment objective is capital appreciation. The series'
     objective may be changed without shareholder approval.

(>)  Principal Investment Policies

     The series invests, under normal market conditions, at least 65% of its
     total assets in common stocks and related securities, such as preferred
     stocks, convertible securities and depositary receipts for those
     securities. The series focuses on companies which MFS believes have
     favorable growth prospectus and attractive valuations based on current and
     expected earnings or cash flow. The series' investments may include
     securities listed on a securities exchange or traded in the
     over-the-counter markets.

     MFS uses a bottom-up, as opposed to a top-down, investment style in
     managing the equity-oriented funds (such as the series) it advises. This
     means that securities are selected based upon fundamental analysis (such as
     an analysis of earnings, cash flows, competitive position and management's
     abilities) performed by the series' portfolio manager and MFS' large group
     of equity research analysts.

     The series may invest in foreign securities (including emerging market
     securities), through which it may have exposure to foreign currencies.

     The series has engaged and may engage in active and frequent trading to
     achieve its principal investment strategies.

(>)  Principal Risks of an Investment

     The principal risks of investing in the series and the circumstances
     reasonably likely to cause the value of your investment in the series to
     decline are described below. The share price of the series generally
     changes daily based on market conditions and other factors. Please note
     that there are many circumstances which could cause the value of your
     investment in the series to decline, and which could prevent the series
     from achieving its objective, that are not described here.

     The principal risks of investing in the series are:

     o    Market Risk: This is the risk that the price of a security held by the
          series will fall due to changing economic, political or market
          conditions or disappointing earnings results.

     o    Company Risk: Prices of securities react to the economic condition of
          the company that issued the security. The series' equity investments
          in an issuer may rise and fall based on the issuer's actual and
          anticipated earnings, changes in management and the potential for
          takeovers and acquisitions.

     o    Over-the-Counter Risk: Over-the-counter (OTC) transactions involve
          risks in addition to those associated with transactions in securities
          traded on exchanges. OTC-listed companies may have limited product
          lines, markets or financial resources. Many OTC stocks trade less
          frequently and in smaller volume than exchange-listed stocks. The
          values of these stocks may be more volatile than exchange-listed
          stocks, and the series may experience difficulty in establishing or
          closing out positions in these stocks at prevailing market prices.

     o    Foreign Securities Risk: Investments in foreign securities involve
          risks relating to political, social and economic developments abroad,
          as well as risks resulting from the differences between the
          regulations to which U.S. and foreign issuers and markets are subject:

          >    These risks may include the seizure by the government of company
               assets, excessive taxation, withholding taxes on dividends and
               interest, limitations on the use or transfer of portfolio assets,
               and political or social instability.

          >    Enforcing legal rights may be difficult, costly and slow in
               foreign countries, and there may be special problems enforcing
               claims against foreign governments.

          >    Foreign companies may not be subject to accounting standards or
               governmental supervision comparable to U.S. companies, and there
               may be less public information about their operations.

          >    Foreign markets may be less liquid and more volatile than U.S.
               markets.

          >    Foreign securities often trade in currencies other than the U.S.
               dollar, and the series may directly hold foreign currencies and
               purchase and sell foreign currencies through forward exchange
               contracts. Changes in currency exchange rates will affect the
               series' net asset value, the value of dividends and interest
               earned, and gains and losses realized on the sale of securities.
               An increase in the strength of the U.S. dollar relative to these
               other currencies may cause the value of the series to decline.
               Certain foreign currencies may be particularly volatile, and
               foreign governments may intervene in the currency markets,
               causing a decline in value or liquidity in the series' foreign
               currency holdings.


                                        5
<PAGE>


               By entering into forward foreign currency exchange contracts, the
               series may be required to forego the benefits of advantageous
               changes in exchange rates and, in the case of forward contracts
               entered into for the purpose of increasing return, the series may
               sustain losses which will reduce its gross income. Forward
               foreign currency exchange contracts involve the risk that the
               party with which the series enters the contract may fail to
               perform its obligations to the series.

     o    Emerging Markets Risk: Emerging markets are generally defined as
          countries in the initial stages of their industrialization cycles with
          low per capita income. Investments in emerging markets securities
          involve all of the risks of investments in foreign securities, and
          also have additional risks:

          >    All of the risks of investing in foreign securities are
               heightened by investing in emerging markets countries.

          >    The markets of emerging markets countries have been more volatile
               than the markets of developed countries with more mature
               economies. These markets often have provided significantly higher
               or lower rates of return than developed markets, and
               significantly greater risks, to investors.

     o    Active or Frequent Trading Risk: The series has engaged and may engage
          in active and frequent trading to achieve its principal investment
          strategies. This may result in the realization and distribution to
          shareholders of higher capital gains as compared to a series with less
          active trading policies. Frequent trading also increases transaction
          costs, which could detract from the series' performance.

     o    As with any mutual fund, you could lose money on your investment in
          the series.

     An investment in the series is not a bank deposit and is not insured or
     guaranteed by the Federal Deposit Insurance Corporation or any other
     government agency.

(>)  Bar Chart and Performance Table

     The bar chart and performance table below are intended to indicate some of
     the risks of investing in the series by showing changes in the series'
     performance over time. The performance table also shows how the series
     performance over time compares with that of one or more broad measures of
     market performance. The chart and table provide past performance
     information based on calendar year periods. The series' past performance
     does not necessarily indicate how the series will perform in the future.
     The returns shown do not reflect fees and charges imposed under the
     variable annuity and life insurance contracts through which an investment
     may be made. If these fees and charges were included, they would reduce
     these returns.

     Bar Chart

     The bar chart shows changes in the annual total returns of the series'
     initial class, assuming the reinvestment of distributions.

[Bar chart data]

<TABLE>
<S>       <C>
1997      26.47%
1998      26.80%
1999      47.42%
</TABLE>

          During the period shown in the bar chart, the highest quarterly return
     was 27.90% (for the calendar quarter ended December 31, 1999) and the
     lowest quarterly return was (13.91)% (for the calendar quarter ended
     September 30, 1998).


                                       6
<PAGE>


     Performance Table

     This table shows how the average annual total returns of the series' shares
     compares to a broad measure of market performance and various other market
     indicators and assumes the reinvestment of distributions.

     Average Annual Total Returns as of December 31, 1999
     ...........................................................................

<TABLE>
<CAPTION>
                                                        1 Year              Life*
<S>                                                     <C>                <C>
   Capital Opportunities Series--Initial Class          47.42%             32.23%
   Standard & Poor's 500 Composite Index **+++          21.04%             29.60%
   Average capital appreciation fund++                  41.65%             24.03%
</TABLE>

     ---------
     *    Series performance figures are for the period from the commencement of
          the series' investment operations on August 14, 1996, through December
          31, 1999. Index and Lipper average returns are from August 1, 1996.
     ++   Source: Lipper Inc.
     +++  Source: Standard and Poor's Micropal, Inc.
     **   The Standard & Poor's 500 Composite Index is a broad-based, unmanaged
          index of common stock total return performance. It is comprised of 500
          widely held common stocks listed on the New York Stock Exchange
          (NYSE), American Stock Exchange (AMEX) and over-the-counter (OTC)
          market. The investment return and principal value of stocks fluctuate
          with changes in market conditions. It is not possible to invest
          directly in an index.

(>)  Portfolio Manager

     Maura A. Shaughnessy, a Senior Vice President of the Adviser, has been
     employed in the investment management area of the Adviser since 1991. Ms.
     Shaughnessy has been the series' portfolio manager since February 24, 1999.


                                        7
<PAGE>


     3:   Utilities Series
     ...........................................................................

(>)  Investment Objective

     The series' investment objective is to seek capital growth and current
     income (income above that available from a portfolio invested entirely in
     equity securities). The series' objective may be changed without
     shareholder approval.

(>)  Principal Investment Policies

     The series invests, under normal market conditions, at least 65% of its
     total assets in equity and debt securities of domestic and foreign
     companies (including emerging markets) in the utilities industry. MFS
     considers a company to be in the utilities industry if, at the time of
     investment, MFS determines that a substantial portion of the company's
     assets or revenues are derived from one or more utilities. Securities in
     which the series invests are not selected based upon what sector of the
     utilities industry a company is in (i.e., electric, gas,
     telecommunications) or upon a company's geographic region. Companies in the
     utilities industry include:

     o    companies engaged in the manufacture, production, generation,
          transmission, sale or distribution of electric, gas or other types of
          energy, water or other sanitary services; and

     o    companies engaged in telecommunications, including telephone, cellular
          telephone, telegraph, satellite, microwave, cable television and other
          communications media (but not companies engaged in public
          broadcasting).

     The series is a non-diversified mutual fund. This means that the series may
     invest a relatively high percentage of its assets in one or a few issuers.

     The series has engaged and may engage in active and frequent trading to
     achieve its principal investment strategies.

     Equity Investments. MFS uses a bottom-up, as opposed to a top-down,
     investment style in managing the equity-oriented funds (including the
     equity portion of the series) it advises. This means that securities are
     selected based upon fundamental analysis (such as an analysis of earnings,
     cash flows, competitive position and management's abilities) performed by
     the series' portfolio manager and MFS' large group of equity research
     analysts. In performing this analysis and selecting securities for the
     series, MFS places particular emphasis on each of the following factors:

     o    the current regulatory environment;

     o    the strength of the company's management team; and

     o    the company's growth prospects and valuation relative to its long-term
          potential.

     Equity securities purchased by the series consist of common stocks,
     preferred stocks, convertible securities and depositary receipts. Equity
     securities may be listed on a securities exchange or traded in the
     over-the-counter markets.

     As noted above, the series' investments in equity securities include
     convertible securities. A convertible security is a security that may be
     converted within a specified period of time into a certain amount of common
     stock of the same or a different issuer. A convertible security generally
     provides:

     o    a fixed income stream, and

     o    the opportunity, through its conversion feature, to participate in an
          increase in the market price of the underlying common stock.

     Fixed Income Investments. The series invests in securities which pay a
     fixed interest rate. These securities include:

     o    corporate bonds, which are bonds or other debt obligations issued by
          corporations or similar entities, including lower rated bonds,
          commonly known as junk bonds, which are bonds assigned low credit
          ratings by credit rating agencies or which are unrated and considered
          by MFS to be comparable in quality to lower rated bonds;

     o    mortgage-backed securities and asset-backed securities, which are
          securities that represent interests in a pool of assets such as
          mortgage loans, car loan receivables, or credit card receivables.
          These investments entitle the series to a share of the principal and
          interest payments made on the underlying mortgage, car loan, or credit
          card. For example, if the series invested in a pool that included your
          mortgage loan, a share of the principal and interest payments on your
          mortgage would pass to the series;

     o    U.S. government securities, which are bonds or other debt obligations
          issued by, or whose principal and interest payments are guaranteed or
          supported by, the U.S. government or one of its agencies or
          instrumentalities; and


                                        8
<PAGE>


     o    Junk bonds, which are bonds assigned low credit ratings by credit
          rating agencies or which are unrated and considered by MFS to be
          comparable to lower rated bonds.

     In selecting fixed income investments for the series, MFS considers the
     views of its large group of fixed income portfolio managers and research
     analysts. This group periodically assesses the three-month total return
     outlook for various segments of the fixed income markets. This three-month
     "horizon" outlook is used by the portfolio manager(s) of MFS' fixed-income
     oriented series (including the fixed-income portion of the series) as a
     tool in making or adjusting a series' asset allocations to various segments
     of the fixed income markets. In assessing the credit quality of
     fixed-income securities, MFS does not rely solely on the credit ratings
     assigned by credit rating agencies, but rather performs its own independent
     credit analysis.

     Foreign Securities. The series invests in foreign securities (including
     emerging markets securities) such as:

     o    equity securities of foreign companies in the utilities industry,

     o    fixed income securities of foreign companies in the utilities
          industry, and

     o    fixed income securities issued by foreign governments.

     These investments may expose the series to foreign currencies.

(>)  Principal Risks of an Investment

     The principal risks of investing in the series and the circumstances
     reasonably likely to cause the value of your investment in the series to
     decline are described below. The share price of the series generally
     changes daily based on market conditions and other factors. Please note
     that there are many circumstances which could cause the value of your
     investment in the series to decline, and which could prevent the series
     from achieving its objective, that are not described here.

     The principal risks of investing in the series are:

     o    Concentration: The series' investment performance will be closely tied
          to the performance of utility companies. Many utility companies,
          especially electric and gas and other energy related utility
          companies, are subject to various uncertainties, including:

          >    risks of increases in fuel and other operating costs;

          >    restrictions on operations and increased costs and delays as a
               result of environmental and nuclear safety regulations;

          >    coping with the general effects of energy conservation;

          >    technological innovations which may render existing plants,
               equipment or products obsolete;

          >    the potential impact of natural or man-made disasters;

          >    difficulty obtaining adequate returns on invested capital, even
               if frequent rate increases are approved by public service
               commissions;

          >    the high cost of obtaining financing during periods of inflation;

          >    difficulties of the capital markets in absorbing utility debt and
               equity securities; and

          >    increased competition.

          Furthermore, there are uncertainties resulting from certain
          telecommunications companies' diversification into new domestic and
          international businesses as well as agreements by many such companies
          linking future rate increases to inflation or other factors not
          directly related to the active operating profits of the enterprise.
          Because utility companies are faced with the same obstacles, issues
          and regulatory burdens, their securities may react similarly and more
          in unison to these or other market conditions. These price movements
          may have a larger impact on the series than on a series with a more
          broadly diversified portfolio.

     o    Regulation: The value of utility company securities may decline
          because governmental regulation controlling the utilities industry can
          change. This regulation may prevent or delay the utility company from
          passing along cost increases to its customers. Furthermore, regulatory
          authorities may not grant future rate increases. Any increases granted
          may not be adequate to permit the payment of dividends on common
          stocks.

     o    Market Risk: This is the risk that the price of a security held by the
          series will fall due to changing economic, political or market
          conditions or disappointing earnings results.


                                        9
<PAGE>


     o    Company Risk: Prices of securities react to the economic condition of
          the company that issued the security. The series' equity investments
          in an issuer may rise and fall based on the issuer's actual and
          anticipated earnings, changes in management and the potential for
          takeovers and acquisitions.

     o    Interest Rate Risk: When interest rates rise, the prices of fixed
          income securities in the series' portfolio will generally fall.
          Conversely, when interest rates fall, the prices of fixed income
          securities in the series' portfolio will generally rise.

     o    Convertible Securities Risk: Convertible securities, like fixed income
          securities, tend to increase in value when interest rates decline and
          decrease in value when interest rates rise. The market value of a
          convertible security also tends to increase as the market value of the
          underlying stock rises and decrease as the market value of the
          underlying stock declines.

     o    Maturity Risk: Interest rate risk will affect the price of a fixed
          income security more if the security has a longer maturity because
          changes in interest rates are increasingly difficult to predict over
          longer periods of time. Fixed income securities with longer maturities
          will therefore be more volatile than other fixed income securities
          with shorter maturities. Conversely, fixed income securities with
          shorter maturities will be less volatile but generally provide lower
          returns than fixed income securities with longer maturities. The
          average maturity of the series' fixed income investments will affect
          the volatility of the series' share price.

     o    Credit Risk: Credit risk is the risk that the issuer of a fixed income
          security will not be able to pay principal and interest when due.
          Rating agencies assign credit ratings to certain fixed income
          securities to indicate their credit risk. The price of a fixed income
          security will generally fall if the issuer defaults on its obligation
          to pay principal or interest, the rating agencies downgrade the
          issuer's credit rating or other news affects the market's perception
          of the issuer's credit risk.

     o    Junk Bond Risk

          >    Higher Credit Risk: Junk bonds are subject to a substantially
               higher degree of credit risk than higher rated bonds. During
               recessions, a high percentage of issuers of junk bonds may
               default on payments of principal and interest. The price of a
               junk bond may therefore fluctuate drastically due to bad news
               about the issuer or the economy in general.

          >    Higher Liquidity Risk: During recessions and periods of broad
               market declines, junk bonds could become less liquid, meaning
               that they will be harder to value or sell at a fair price.

     o    Mortgage-Backed and Asset-Backed Securities Risk

          >    Maturity Risk:

               +    Mortgage-Backed Securities: A mortgage-backed security will
                    mature when all the mortgages in the pool mature or are
                    prepaid. Therefore, mortgage-backed securities do not have a
                    fixed maturity, and their expected maturities may vary when
                    interest rates rise or fall.

                    +    When interest rates fall, homeowners are more likely to
                         prepay their mortgage loans. An increased rate of
                         prepayments on the series' mortgage-backed securities
                         will result in an unforeseen loss of interest income to
                         the series as the series may be required to reinvest
                         assets at a lower interest rate. Because prepayments
                         increase when interest rates fall, the prices of
                         mortgage-backed securities do not increase as much as
                         other fixed income securities when interest rates fall.

                    +    When interest rates rise, homeowners are less likely to
                         prepay their mortgage loans. A decreased rate of
                         prepayments lengthens the expected maturity of a
                         mortgage-backed security. Therefore, the prices of
                         mortgage-backed securities may decrease more than
                         prices of other fixed income securities when interest
                         rates rise.

               +    Collateralized Mortgage Obligations: The series may invest
                    in mortgage-backed securities called collateralized mortgage
                    obligations (CMOs). CMOs are issued in separate classes with
                    different stated maturities. As the mortgage pool
                    experiences prepayments, the pool pays off investors in
                    classes with shorter maturities first. By investing in CMOs,
                    the series may manage the prepayment risk of mortgage-backed
                    securities. However, prepayments may cause the actual
                    maturity of a CMO to be substantially shorter than its
                    stated maturity.

               +    Asset-Backed Securities: Asset-backed securities have
                    prepayment risks similar to mortgage-backed securities.

          >    Credit Risk: As with any fixed income security, mortgage-backed
               and asset-backed securities are subject to the risk that the
               issuer will default on principal and interest payments. It may be
               difficult to enforce rights against the assets underlying
               mortgage-backed and asset-backed securities in the case of
               default. The U.S. government or its agencies may guarantee the
               payment of principal and interest on some mortgage-backed
               securities. Mortgage-backed securities and asset-backed
               securities issued by private lending institutions or other
               financial intermediaries may be supported by insurance or other
               forms of guarantees.

     o    Foreign Securities Risk: Investing in foreign securities involves
          risks relating to political, social and economic developments abroad,
          as well as risks resulting from the differences between the
          regulations to which U.S. and foreign issuers and markets are subject:


                                       10
<PAGE>


          >    These risks may include the seizure by the government of company
               assets, excessive taxation, withholding taxes on dividends and
               interest, limitations on the use or transfer of portfolio assets,
               and political or social instability.

          >    Enforcing legal rights may be difficult, costly and slow in
               foreign countries, and there may be special problems enforcing
               claims against foreign governments.

          >    Foreign companies may not be subject to accounting standards or
               governmental supervision comparable to U.S. companies, and there
               may be less public information about their operations.

          >    Foreign markets may be less liquid and more volatile than U.S.
               markets.

          >    Foreign securities often trade in currencies other than the U.S.
               dollar, and the series may directly hold foreign currencies and
               purchase and sell foreign currencies through forward exchange
               contracts. Changes in currency exchange rates will affect the
               series' net asset value, the value of dividends and interest
               earned, and gains and losses realized on the sale of securities.
               An increase in the strength of the U.S. dollar relative to these
               other currencies may cause the value of the series to decline.
               Certain foreign currencies may be particularly volatile, and
               foreign governments may intervene in the currency markets,
               causing a decline in value or liquidity in the series' foreign
               currency holdings. By entering into forward foreign currency
               exchange contracts, the series may be required to forego the
               benefits of advantageous changes in exchange rates and, in the
               case of forward contracts entered into for the purpose of
               increasing return, the series may sustain losses which will
               reduce its gross income. Forward foreign currency exchange
               contracts involve the risk that the party with which the series
               enters the contract may fail to perform its obligations to the
               series.

     o    Emerging Markets Risk: Emerging markets are generally defined as
          countries in the initial stages of their industrialization cycles with
          low per capital income. Investments in emerging markets securities
          involve all of the risks of investments in foreign securities, and
          also have additional risks:

          >    All of the risks of investing in foreign securities are
               heightened by investing in emerging market countries.

          >    The markets of emerging markets countries have been more volatile
               than the markets of developed countries with more mature
               economies. These markets often have provided significantly higher
               or lower rates of return than developed markets, and
               significantly greater risks, to investors.

     o    Non-Diversified Status Risk: Because the series may invest a higher
          percentage of its assets in a small number of issuers, the series is
          more susceptible to any single economic, political or regulatory event
          affecting those issuers than is a diversified fund.

     o    Active or Frequent Trading Risk: The series has engaged and may engage
          in active and frequent trading to achieve its principal investment
          strategies. This may result in the realization and distribution to
          shareholders of higher capital gains as compared to a series with less
          active trading policies. Frequent trading also increases transaction
          costs, which could detract from the series' performance.

     o    As with any mutual fund, you could lose money on your investment in
          the series.

     An investment in the series is not a bank deposit and is not insured or
     guaranteed by the Federal Deposit Insurance Corporation or any other
     government agency.

(>)  Bar Chart and Performance Table

     The bar chart and performance table below are intended to indicate some of
     the risks of investing in the series by showing changes in the series'
     performance over time. The performance table also shows how the series
     performance over time compares with that of a broad measure of market
     performance. The chart and table provide past performance information based
     on calendar year periods. The series' past performance does not necessarily
     indicate how the series will perform in the future. The returns shown do
     not reflect fees and charges imposed under the variable annuity and life
     insurance contracts through which an investment may be made. If these fees
     and charges were included, they would reduce these returns.

     Bar Chart

     The bar chart shows changes in the annual total returns of the series'
     initial class, assuming the reinvestment of distributions.


                                       11
<PAGE>


[Bar chart data]

<TABLE>
<S>       <C>
1996      18.51%
1997      31.70%
1998      18.06%
1999      30.81%
</TABLE>

          During the period shown in the bar chart, the highest quarterly return
     was 21.53% (for the calendar quarter ended December 31, 1999) and the
     lowest quarterly return was (3.79)% (for the calendar quarter ended
     September 30, 1998).

     Performance Table

     This table shows how the average annual total returns of the series' shares
     compares to a broad measure of market performance and assumes the
     reinvestment of distributions.

     Average Annual Total Returns as of December 31, 1999
     ...........................................................................

<TABLE>
<CAPTION>
                                               1 Year              Life*
<S>                                            <C>                 <C>
   Utilities Series--Initial Class             30.81%              24.46%
   Standard & Poor's Utility Index+**          (9.12)%             13.75%
</TABLE>

     ---------
     *    Series performance figures are for the period from the commencement of
          the series' investment operations on January 3, 1995, through December
          31, 1999. Index returns are from January 1, 1995.
     +    Source: Standard & Poor's Micropal, Inc.
     **   The Standard & Poor's Utilities Index is a broad-based, unmanaged,
          index representing the market-capitalization-weighted performance of
          approximately 43 of the largest utility companies listed on the NYSE.

(>)  Portfolio Manager

     Maura A. Shaughnessy, a Senior Vice President of the Adviser, has been
     employed in the investment management area of the Adviser since 1991. Ms.
     Shaughnessy has been the series' portfolio manager since its inception.


                                       12
<PAGE>


     4:   High Income Series
     ...........................................................................

(>)  Investment Objective

     The series' investment objective is to provide high current income by
     investing primarily in a professionally managed diversified portfolio of
     fixed income securities, some of which may involve equity features. The
     series' objective may be changed without shareholder approval.

(>)  Principal Investment Policies

     The series invests, under normal market conditions, at least 80% of its
     total assets in high income fixed income securities. Fixed income
     securities offering the high current income sought by the series generally
     are lower rated bonds. These bonds, commonly known as junk bonds, are
     assigned lower credit ratings by credit rating agencies or are unrated and
     considered by MFS to be comparable to lower rated bonds.

     While the series focuses its investments on bonds issued by corporations or
     similar entitles, it may invest in all types of debt securities. The series
     may invest in foreign securities (including emerging markets securities),
     through which it may have exposure to foreign currencies.

     In selecting fixed income investments for the series, MFS considers the
     views of its large group of fixed income portfolio managers and research
     analysts. This group periodically assesses the three-month total return
     outlook for various segments of the fixed income markets. This three-month
     "horizon" outlook is used by the portfolio manager(s) of MFS' fixed income
     oriented funds (including the series) as a tool in making or adjusting a
     series' asset allocations to various segments of the fixed income markets.
     In assessing the credit quality of fixed income securities, MFS does not
     rely solely on the credit ratings assigned by credit rating agencies, but
     rather performs its own independent credit analysis.

(>)  Principal Risks of an Investment

     The principal risks of investing in the series and the circumstances
     reasonably likely to cause the value of your investment in the series to
     decline are described below. The share price of the series generally
     changes daily based on market conditions and other factors. Please note
     that there are many circumstances which could cause the value of your
     investment in the series to decline, and which could prevent the series
     from achieving its objective, that are not described here.

     The principal risks of investing in the series are:

     o    Allocation Risk: The series will allocate its investments among fixed
          income markets based upon judgments made by MFS. The series could miss
          attractive investment opportunities by underweighting markets where
          there are significant returns, and could lose value by overweighting
          markets where there are significant declines.

     o    Interest Rate Risk: When interest rates rise, the prices of fixed
          income securities in the series' portfolio will generally fall.
          Conversely, when interest rates fall, the prices of fixed income
          securities in the series' portfolio will generally rise.

     o    Maturity Risk: Interest rate risk will generally affect the price of a
          fixed income security more if the security has a longer maturity.
          Fixed income securities with longer maturities will therefore be more
          volatile than other fixed income securities with shorter maturities.
          Conversely, fixed income securities with shorter maturities will be
          less volatile but generally provide lower returns than fixed income
          securities with longer maturities. The average maturity of the series'
          fixed income investments will affect the volatility of the series'
          share price.

     o    Credit Risk: Credit risk is the risk that the issuer of a fixed income
          security will not be able to pay principal and interest when due.
          Rating agencies assign credit ratings to certain fixed income
          securities to indicate their credit risk. The price of a fixed income
          security will generally fall if the issuer defaults on its obligation
          to pay principal or interest, the rating agencies downgrade the
          issuer's credit rating or other news affects the market's perception
          of the issuer's credit risk.

     o    Liquidity Risk: The fixed income securities purchased by the series
          may be traded in the over-the-counter market rather than on an
          organized exchange and are subject to liquidity risk. This means that
          they may be harder to purchase or sell at a fair price. The inability
          to purchase or sell these fixed income securities at a fair price
          could have a negative impact on the series' performance.

     o    Junk Bond Risk:

          >    Higher Credit Risk: Junk bonds are subject to a substantially
               higher degree of credit risk than higher rated bonds. During
               recessions, a high percentage of issuers of junk bonds may
               default on payments of principal and interest. The price of a
               junk bond may therefore fluctuate drastically due to bad news
               about the issuer or the economy in general.

          >    Higher Liquidity Risk: During recessions and periods of broad
               market declines, junk bonds could become less liquid, meaning
               that they will be harder to value or sell at a fair price.


                                       13
<PAGE>


     o    Foreign Securities Risk: Investments in foreign securities involve
          risks relating to political, social and economic developments abroad,
          as well as risks resulting from the differences between the
          regulations to which U.S. and foreign issuers and markets are subject:

          >    These risks may include the seizure by the government of company
               assets, excessive taxation, withholding taxes on dividends and
               interest, limitations on the use or transfer of portfolio assets,
               and political or social instability.

          >    Enforcing legal rights may be difficult, costly and slow in
               foreign countries, and there may be special problems enforcing
               claims against foreign governments.

          >    Foreign companies may not be subject to accounting standards or
               governmental supervision comparable to U.S. companies, and there
               may be less public information about their operations.

          >    Foreign markets may be less liquid and more volatile than U.S.
               markets.

          >    Foreign securities often trade in currencies other than the U.S.
               dollar, and the series may directly hold foreign currencies and
               purchase and sell foreign currencies through forward exchange
               contracts. Changes in currency exchange rates will affect the
               series' net asset value, the value of dividends and interest
               earned, and gains and losses realized on the sale of securities.
               An increase in the strength of the U.S. dollar relative to these
               other currencies may cause the value of the series to decline.
               Certain foreign currencies may be particularly volatile, and
               foreign governments may intervene in the currency markets,
               causing a decline in value or liquidity in the series' foreign
               currency holdings. By entering into forward foreign currency
               exchange contracts, the series may be required to forego the
               benefits of advantageous changes in exchange rates and, in the
               case of forward contracts entered into for the purpose of
               increasing return, the series may sustain losses which will
               reduce its gross income. Forward foreign currency exchange
               contracts involve the risk that the party with which the series
               enters the contract may fail to perform its obligations to the
               series.

     o    As with any mutual fund, you could lose money on your investment in
          the series.

     An investment in the series is not a bank deposit and is not insured or
     guaranteed by the Federal Deposit Insurance Corporation or any other
     government agency.

(>)  Bar Chart and Performance Table

     The bar chart and performance table below are intended to indicate some of
     the risks of investing in the series by showing changes in the series'
     performance over time. The performance table also shows how the series
     performance over time compares with that of one or more broad measures of
     market performance. The chart and table provide past performance
     information based on calendar year periods. The series' past performance
     does not necessarily indicate how the series will perform in the future.
     The returns shown do not reflect fees and charges imposed under the
     variable annuity and life insurance contracts through which an investment
     may be made. If these fees and charges were included, they would reduce
     these returns.

     Bar Chart

     The bar chart shows changes in the annual total returns of the series'
     initial class, assuming the reinvestment of distributions.

[Bar chart data]

<TABLE>
<S>       <C>
1996      11.80%
1997      13.62%
1998      (0.18)%
1999       6.44%
</TABLE>

          During the period shown in the bar chart, the highest quarterly return
     was 5.57% (for the calendar quarter ended September 30, 1996) and the
     lowest quarterly return was (7.28)% (for the calendar quarter ended
     September 30, 1998).


                                       14
<PAGE>


     Performance Table

     This table shows how the average annual total returns of the series' shares
     compares to a broad measure of market performance and various other market
     indicators and assumes the reinvestment of distributions.

     Average Annual Total Returns as of December 31, 1999
     ...........................................................................

<TABLE>
<CAPTION>
                                                      1 Year            Life*
<S>                                                    <C>              <C>
   High Income Series--Initial Class                   6.44%            8.24%
   Lipper High Yield Bond Index#+                      4.75%            7.82%
   Lehman Brothers High Yield Bond Index##++           2.74%            7.57%
</TABLE>

     ---------
     *    Series performance figures are for the period from the commencement of
          the series' investment operations, July 26, 1995, through December 31,
          1999. Index returns are from August 1, 1995.
     #    Source: Lipper Inc.
     ##   Source: Standard & Poor's Micropal, Inc.
     +    The Lipper High Yield Bond Index is a broad-based, unmanaged,
          net-asset-value-weighted index of the largest qualifying mutual funds
          in this Lipper category adjusted for the reinvestment of capital gain
          distributions and income dividends.
     ++   The Lehman Brothers High Yield Bond Index is a broad-based, unmanaged
          index of noninvestment-grade corporate debt.

(>)  Portfolio Manager

     Bernard Scozzafava, a Senior Vice President of the Adviser, has been
     employed in the investment management area of the Adviser since 1989. Mr.
     Scozzafava has been the series' portfolio manager since its inception.


                                       15
<PAGE>


     5:   Global Governments Series
     ...........................................................................

(>)  Investment Objective

     The series' investment objective is to provide income and capital
     appreciation. The series' objective may be changed without shareholder
     approval. Prior to May 1, 1999, the series' investment objective was to
     seek not only preservation but also growth of capital, together with
     moderate current income.

(>)  Principal Investment Policies

     The series invests, under normal market conditions, at least 65% of its
     total assets in:

     o    U.S. government securities, which are bonds or other debt obligations
          issued by, or whose principal and interest payments are guaranteed or
          supported by, the U.S. government or one of its agencies or
          instrumentalities (including mortgage-backed securities), and

     o    foreign government securities, which are bonds or other debt
          obligations issued by foreign governments, including emerging market
          governments; these foreign government securities are either:

          >    issued, guaranteed or supported as to payment of principal and
               interest by foreign governments, foreign government agencies,
               foreign semi-governmental entities, or supra-national entities,

          >    interests issued by entities organized and operated for the
               purpose of restructuring the investment characteristics of
               foreign government securities, or

          >    Brady Bonds, which are long-term bonds issued as part of a
               restructuring of defaulted commercial loans to emerging market
               countries.

     The series may also invest in:

     o    corporate bonds, which are bonds or other debt obligations issued by
          domestic or foreign (including emerging market) corporations or other
          similar entities; the series may invest in:

          >    investment grade bonds, which are bonds assigned higher credit
               ratings by credit rating agencies or which are unrated and
               considered by MFS to be comparable to higher rated bonds,

          >    lower rated bonds, commonly known as junk bonds, which are bonds
               assigned lower credit ratings by credit rating agencies or which
               are unrated and considered by MFS to be comparable to lower rated
               bonds, and

          >    crossover bonds, which are junk bonds that MFS expects will
               appreciate in value due to an anticipated upgrade in the issuer's
               credit rating (thereby crossing over into investment grade
               bonds), and

     o    mortgage-backed and asset-backed securities, which represent interests
          in a pool of assets such as mortgage loans, car loan receivables, or
          credit card receivables.

     The series is a non-diversified mutual series. This means that the series
     may invest a relatively high percentage of its assets in a small number of
     issuers. The series may invest a substantial amount of its assets (i.e.,
     more than 25% of its assets) in issuers located in a single country or a
     limited number of countries.

     In selecting fixed income investments for the series, MFS considers the
     views of its large group of fixed income portfolio managers and research
     analysts. This group periodically assesses the three-month total return
     outlook for various segments of the fixed income markets. This three-month
     "horizon" outlook is used by the portfolio manager(s) of MFS' fixed income
     oriented funds (including the series) as a tool in making or adjusting a
     series' asset allocations to various segments of the fixed income markets.
     In assessing the credit quality of fixed income securities, MFS does not
     rely solely on the credit ratings assigned by credit rating agencies, but
     rather performs its own independent credit analysis.

     The series may invest in derivative securities. Derivatives are securities
     whose value may be based on other securities, currencies, interest rates,
     or indices. Derivatives include:

     o    futures and forward contracts,

     o    options on futures contracts, foreign currencies, securities and bond
          indices,

     o    structured notes and indexed securities, and

     o    swaps, caps, floors and collars.

     The series has engaged and may engage in active and frequent trading to
     achieve its principal investment strategies.


                                       16
<PAGE>


(>)  Principal Risks of an Investment

     The principal risks of investing in the series and the circumstances
     reasonably likely to cause the value of your investment in the series to
     decline are described below. The share price of the series generally
     changes daily based on market conditions and other factors. Please note
     that there are many circumstances which could cause the value of your
     investment in the series to decline, and which could prevent the series
     from achieving its objective, that are not described here.

     The principal risks of investing in the series are:

     o    Foreign Securities: Investments in foreign securities involve risks
          relating to political, social and economic developments abroad, as
          well as risks resulting from the differences between the regulations
          to which U.S. and foreign issuers and markets are subject:

          >    These risks may include the seizure by the government of company
               assets, excessive taxation, withholding taxes on dividends and
               interest, limitations on the use or transfer of portfolio assets,
               and political or social instability.

          >    Enforcing legal rights may be difficult, costly and slow in
               foreign countries, and there may be special problems enforcing
               claims against foreign governments.

          >    Foreign companies may not be subject to accounting standards or
               governmental supervision comparable to U.S. companies, and there
               may be less public information about their operations.

          >    Foreign markets may be less liquid and more volatile than U.S.
               markets.

          >    Foreign securities often trade in currencies other than the U.S.
               dollar, and the series may directly hold foreign currencies and
               purchase and sell foreign currencies through forward exchange
               contracts. Changes in currency exchange rates will affect the
               series' net asset value, the value of dividends and interest
               earned, and gains and losses realized on the sale of securities.
               An increase in the strength of the U.S. dollar relative to these
               other currencies may cause the value of the series to decline.
               Certain foreign currencies may be particularly volatile, and
               foreign governments may intervene in the currency markets,
               causing a decline in value or liquidity in the series' foreign
               currency holdings. By entering into forward foreign currency
               exchange contracts, the series may be required to forego the
               benefits of advantageous changes in exchange rates and, in the
               case of forward contracts entered into for the purposes of
               increasing return, the series may sustain losses which will
               reduce its gross income. Forward foreign currency exchange
               contracts involve the risk that the party with which the series
               enters the contract may fail to perform its obligations to the
               series.

     o    Emerging Markets Risk: Emerging markets are generally defined as
          countries in the initial stages of their industrialization cycles with
          low per capita income. Investments in emerging markets securities
          involve all of the risks of investments in foreign securities, and
          also have additional risks:

          >    All of the risks of investing in foreign securities are
               heightened by investing in emerging markets countries.

          >    The markets of emerging markets countries have been more volatile
               than the markets of developed countries with more mature
               economies. These markets often have provided significantly higher
               or lower rates of return than developed markets, and
               significantly greater risks, to investors.

     o    Allocation Risk: The series will allocate its investments among
          various segments of the fixed income markets based upon judgments made
          by MFS. The series could miss attractive investment opportunities by
          underweighting markets where there are significant returns, and could
          lose value by overweighting markets where there are significant
          declines.

     o    Interest Rate Risk: When interest rates rise, the prices of fixed
          income securities in the series' portfolio will generally fall.
          Conversely, when interest rates fall, the prices of fixed income
          securities in the series' portfolio will generally rise.

     o    Maturity Risk: Interest rate risk will generally affect the price of a
          fixed income security more if the security has a longer maturity.
          Fixed income securities with longer maturities will therefore be more
          volatile than other fixed income securities with shorter maturities.
          Conversely, fixed income securities with shorter maturities will be
          less volatile but generally provide lower returns than fixed income
          securities with longer maturities. The average maturity of the series'
          fixed income investments will affect the volatility of the series'
          share price.

     o    Credit Risk: Credit risk is the risk that the issuer of a fixed income
          security will not be able to pay principal and interest when due.
          Rating agencies assign credit ratings to certain fixed income
          securities to indicate their credit risk. The price of a fixed income
          security will generally fall if the issuer defaults on its obligation
          to pay principal or interest, the rating agencies downgrade the
          issuer's credit rating or other news affects the market's perception
          of the issuer's credit risk.


                                       17
<PAGE>


     o    Liquidity Risk: The fixed income securities purchased by the series
          may be traded in the over-the-counter market rather than on an
          organized exchange and are subject to liquidity risk. This means that
          they may be harder to purchase or sell at a fair price. The inability
          to purchase or sell these fixed income securities at a fair price
          could have a negative impact on the series' performance.

     o    Junk Bond Risk:

          >    Higher Credit Risk: Junk bonds (including crossover bonds) are
               subject to a substantially higher degree of credit risk than
               higher rated bonds. During recessions, a high percentage of
               issuers of junk bonds may default on payments of principal and
               interest. The price of a junk bond may therefore fluctuate
               drastically due to bad news about the issuer or the economy in
               general.

          >    Higher Liquidity Risk: During recessions and periods of broad
               market declines, junk bonds could become less liquid, meaning
               that they will be harder to value or sell at a fair price.

     o    Mortgage and Asset-Backed Securities:

          >    Maturity Risk:

               +    Mortgage-Backed Securities: A mortgage-backed security will
                    mature when all the mortgages in the pool mature or are
                    prepaid. Therefore, mortgage-backed securities do not have a
                    fixed maturity, and their expected maturities may vary when
                    interest rates rise or fall.

                    +    When interest rates fall, homeowners are more likely to
                         prepay their mortgage loans. An increased rate of
                         prepayments on the series' mortgage-backed securities
                         will result in an unforeseen loss of interest income to
                         the series as the series may be required to reinvest
                         assets at a lower interest rate. Because prepayments
                         increase when interest rates fall, the price of
                         mortgage-backed securities does not increase as much as
                         other fixed income securities when interest rates fall.

                    +    When interest rates rise, homeowners are less likely to
                         prepay their mortgage loans. A decreased rate of
                         prepayments lengthens the expected maturity of a
                         mortgage-backed security. Therefore, the prices of
                         mortgage-backed securities may decrease more than
                         prices of other fixed income securities when interest
                         rates rise.

               +    Collateralized Mortgage Obligations: The series may invest
                    in mortgage-backed securities called collateralized mortgage
                    obligations (CMOs). CMOs are issued in separate classes with
                    different stated maturities. As the mortgage pool
                    experiences prepayments, the pool pays off investors in
                    classes with shorter maturities first. By investing in CMOs,
                    the series may manage the prepayment risk of mortgage-backed
                    securities. However, prepayments may cause the actual
                    maturity of a CMO to be substantially shorter than its
                    stated maturity.

               +    Asset-Backed Securities: Asset-backed securities have
                    prepayment risks similar to mortgage-backed securities.

          >    Credit Risk: As with any fixed income security, mortgage-backed
               and asset-backed securities are subject to the risk that the
               issuer will default on principal and interest payments. It may be
               difficult to enforce rights against the assets underlying
               mortgage-backed and asset-backed securities in the case of
               default. The U.S. government or its agencies may guarantee the
               payment of principal and interest on some mortgage-backed
               securities. Mortgage-backed securities and asset-backed
               securities issued by private lending institutions or other
               financial intermediaries may be supported by insurance or other
               forms of guarantees.

     o    Derivatives Risk:

          >    Hedging Risk: When a derivative is used as a hedge against an
               opposite position that the series also holds, any loss generated
               by the derivative should be substantially offset by gains on the
               hedged investment, and vice versa. While hedging can reduce or
               eliminate losses, it can also reduce or eliminate gains.

          >    Correlation Risk: When the series uses derivatives to hedge, it
               takes the risk that changes in the value of the derivative will
               not match those of the asset being hedged. Incomplete correlation
               can result in unanticipated losses.

          >    Investment Risk: When the series uses derivatives as an
               investment vehicle to gain market exposure, rather than for
               hedging purposes, any loss on the derivative investment will not
               be offset by gains on another hedged investment. The series is
               therefore directly exposed to the risks of that derivative. Gains
               or losses from derivative investments may be substantially
               greater than the derivative's original cost.

          >    Availability Risk: Derivatives may not be available to the series
               upon acceptable terms. As a result, the series may be unable to
               use derivatives for hedging or other purposes.

          >    Credit Risk: When the series uses derivatives, it is subject to
               the risk that the other party to the agreement will not be able
               to perform.


                                       18
<PAGE>


     o    Non-Diversified Status Risk: Because the series may invest a higher
          percentage of its assets in a small number of issuers, the series is
          more susceptible to any single economic, political or regulatory event
          affecting those issuers than is a diversified fund.

     o    Investment Focus Risk: Because the series may invest a substantial
          amount of its assets in issuers located in a single country or a
          limited number of countries, economic, political and social conditions
          in these countries will have a significant impact on its investment
          performance.

     o    Active or Frequent Trading Risk: The series has engaged and may engage
          in active and frequent trading to achieve its principal investment
          strategies. This may result in the realization and distribution to
          shareholders of higher capital gains as compared to a series with less
          active trading policies. Frequent trading also increases transaction
          costs, which could detract from the series' performance.

     o    As with any mutual fund, you could lose money on your investment in
          the series.

     An investment in the series is not a bank deposit and is not insured or
     guaranteed by the Federal Deposit Insurance Corporation or any other
     government agency.

(>)  Bar Chart and Performance Table

     The bar chart and performance table below are intended to indicate some of
     the risks of investing in the series by showing changes in the series'
     performance over time. The performance table also shows how the series
     performance over time compares with that of a broad measure of market
     performance. The chart and table provide past performance information based
     on calendar year periods. The series' past performance does not necessarily
     indicate how the series will perform in the future. The returns shown do
     not reflect fees and charges imposed under the variable annuity and life
     insurance contracts through which an investment may be made. If these fees
     and charges were included, they would reduce these returns.

     Bar Chart

     The bar chart shows changes in the annual total returns of the series'
     initial class, assuming the reinvestment of distributions.

[Bar chart data]

<TABLE>
<S>       <C>
1995      14.38%
1996       4.03%
1997      (1.13)%
1998       7.90%
1999      (2.50)%
</TABLE>

          During the period shown in the bar chart, the highest quarterly return
     was 8.35% (for the calendar quarter ended March 31, 1995) and the lowest
     quarterly return was (3.21)% (for the calendar quarter ended March 31,
     1997).

     Performance Table

     This table shows how the average annual total returns of the series' shares
     compares to a broad measure of market performance and assumes the
     reinvestment of distributions.

     Average Annual Total Returns as of December 31, 1999
     ...........................................................................

<TABLE>
<CAPTION>
                                                        1 Year           5 Years          Life*
<S>                                                     <C>                <C>            <C>
   Global Governments Series--Initial Class             (2.50)%            4.36%          4.07%
   J.P. Morgan Global Government Bond Index#**          (5.08)%            6.69%          6.51%
</TABLE>

     ---------
     *    Series performance figures are for the period from the commencement of
          the series' investment operations, June 14, 1994, through December 31,
          1999. Index returns are from June 1, 1994.
     #    Source: Standard & Poor's Micropal, Inc.
     **   The J.P. Morgan Global Government Bond Index is a broad-based,
          aggregate index of actively traded government bonds issued by 13
          countries, including the United States, with remaining maturities of
          at least one year.


                                       19
<PAGE>


(>)  Portfolio Manager

     James T. Swanson is the portfolio manager of the series. Mr. Swanson, a
     Senior Vice President of the Adviser, has been employed in the investment
     management area of the Adviser since 1985 and has been the series'
     portfolio manager since August 1, 1998.

--------------------------------------------
III  CERTAIN INVESTMENT STRATEGIES AND RISKS
--------------------------------------------

(>)  Further Information on Investment Strategies and Risks

     Each series may invest in various types of securities and engage in various
     investment techniques and practices which are not the principal focus of
     the series and therefore are not described in this prospectus. The types of
     securities and investment techniques and practices in which a series may
     engage, including the principal investment techniques and practices
     described above, are identified in Appendix A to this Prospectus, and are
     discussed, together with their risks, in the trust's Statement of
     Additional Information (referred to as the SAI), which you may obtain by
     contacting MFS Service Center, Inc. (see back cover for address and phone
     number).

(>)  Temporary Defensive Policies

     Each series may depart from its principal investment strategies by
     temporarily investing for defensive purposes when adverse market, economic
     or political conditions exist. While a series invests defensively, it may
     not be able to pursue its investment objective. A series defensive
     investment position may not be effective in protecting its value.

(>)  Active or Frequent Trading

     Each series may engage in active and frequent trading to achieve its
     principal investment strategies. This may result in the realization and
     distribution to shareholders of higher capital gains as compared to a
     series with less active trading policies. Frequent trading also increases
     transaction costs, which could detract from the series' performance.

-----------------------------
IV   MANAGEMENT OF THE SERIES
-----------------------------

(>)  Investment Adviser

     Massachusetts Financial Services Company (referred to as MFS or the
     adviser) is the investment adviser to each series. MFS is America's oldest
     mutual fund organization. MFS and its predecessor organizations have a
     history of money management dating from 1924 and the founding of the first
     mutual fund, Massachusetts Investors Trust. Net assets under the management
     of the MFS organization were approximately $136.7 billion as of December
     31, 1999. MFS is located at 500 Boylston Street, Boston, Massachusetts
     02116.

     MFS provides investment management and related administrative services and
     facilities to each series, including portfolio management and trade
     execution. For these services, each series pays MFS an annual management
     fee as set forth in the Expense Summary.

     MFS or its affiliates generally pay an administrative service fee to
     insurance companies which use the series as underlying investment vehicles
     for their variable annuity and variable life insurance contracts based upon
     the aggregate net assets of the series attributable to these contracts.
     These fees are not paid by the series, their shareholders, or by the
     contract holders.

(>)  Administrator

     MFS provides each series with certain financial, legal, compliance,
     shareholder communications and other administrative services. MFS is
     reimbursed by each series for a portion of the costs it incurs in providing
     these services.

(>)  Distributor

     MFS Fund Distributors, Inc. (referred to as MFD), a wholly owned subsidiary
     of MFS, is the distributor of shares of the series.

(>)  Shareholder Servicing Agent

     MFS Service Center, Inc. (referred to as MFSC), a wholly owned subsidiary
     of MFS, performs transfer agency and certain other services for each
     series, for which it receives compensation from each series.


                                       20
<PAGE>


--------------------------
V    DESCRIPTION OF SHARES
--------------------------

     The trust offers two classes of shares--initial class shares and service
     class shares. Initial class shares are offered through this prospectus.
     Service class shares, which bear a Rule 12b-1 distribution fee, are
     available through a separate prospectus supplement. These shares are
     offered to separate accounts established by insurance companies in order to
     serve as investment vehicles for variable annuity and variable life
     insurance contracts. The trust also offers shares of each of its series to
     qualified pension and retirement plans. All purchases, redemptions and
     exchanges of shares are made through these insurance company separate
     accounts and plans, which are the record owner of the shares. Contract
     holders and plan beneficiaries seeking to purchase, redeem or exchange
     interests in the trust's shares should consult with the insurance company
     which issued their contracts or their plan sponsor.

----------------------
VI   OTHER INFORMATION
----------------------

(>)  Pricing of Series' Shares

     The price of each series' shares is based on its net asset value. The net
     asset value of each series' shares is determined at the close of regular
     trading each day that the New York Stock Exchange is open for trading
     (generally, 4:00 p.m., Eastern time) (referred to as the valuation time).
     The New York Stock Exchange is closed on most national holidays and Good
     Friday. To determine net asset value, each series values its assets at
     current market values, or at fair value as determined by the Adviser under
     the direction of the Board of Trustees that oversees the series if current
     market values are unavailable. Fair value pricing may be used by a series
     when current market values are unavailable or when an event occurs after
     the close of the exchange on which the series' portfolio securities are
     principally traded that is likely to have changed the value of the
     securities. The use of fair value pricing by a series may cause the net
     asset value of its shares to differ significantly from the net asset value
     that would be calculated using current market values.

     Insurance companies and plan sponsors are the designees of the trust for
     receipt of purchase, exchange and redemption orders from contractholders
     and plan beneficiaries. An order submitted to the trust's designee by the
     valuation time will receive the net asset value next calculated; provided
     that the trust receives notice of the order generally by 9:30 a.m. eastern
     time on the next day on which the New York Stock Exchange is open for
     trading.

     Certain series invest in securities which are primarily listed on foreign
     exchanges that trade on weekends and other days when the series does not
     price its shares. Therefore, the value of these series' shares may change
     on days when you will not be able to purchase or redeem their shares.

(>)  Distributions

     Each series intends to pay substantially all of its net income (including
     any realized net capital and net foreign currency gains) to shareholders as
     dividends at least annually.

(>)  Tax Considerations

     The following discussion is very general. You are urged to consult your tax
     adviser regarding the effect that an investment in a series may have on
     your tax situation. Each series of the Trust is treated as a separate
     corporation for federal tax purposes. As long as a series qualifies for
     treatment as a regulated investment company (which each series has done in
     the past and which each series intends to do in the future), it pays no
     federal income tax on the earnings it distributes to shareholders. In
     addition, each series also intends to continue to diversify its assets to
     satisfy the federal diversification tax rules applicable to separate
     accounts that fund variable insurance and annuity contracts.

     Shares of the series are offered to insurance company separate accounts and
     to qualified retirement and pension plans. You should consult with the
     insurance company that issued your contract to understand the federal tax
     treatment of your investment.


                                       21
<PAGE>


(>)  Right to Reject or Restrict Purchase and Exchange Orders

     Purchases and exchanges should be made for investment purposes only. Each
     series reserves the right to reject or restrict any specific purchase or
     exchange request. Because an exchange request involves both a request to
     redeem shares of one series and to purchase shares of another series, the
     series consider the underlying redemption and purchase requests conditioned
     upon the acceptance of each of these underlying requests. Therefore, in the
     event that the series reject an exchange request, neither the redemption
     nor the purchase side of the exchange will be processed. When a series
     determines that the level of exchanges on any day may be harmful to its
     remaining shareholders, the series may delay the payment of exchange
     proceeds for up to seven days to permit cash to be raised through the
     orderly liquidation of its portfolio securities to pay the redemption
     proceeds. In this case, the purchase side of the exchange will be delayed
     until the exchange proceeds are paid by the redeeming series.

(>)  Excessive Trading Practices

     The series do not permit market-timing or other excessive trading
     practices. Excessive, short-term (market-timing) trading practices may
     disrupt portfolio management strategies and harm series' performance. As
     noted above, each series reserves the right to reject or restrict any
     purchase order (including exchanges) from any investor. To minimize harm to
     the series and their shareholders, the series will exercise these rights if
     an investor has a history of excessive trading or if an investor's trading,
     in the judgment of the series, has been or may be disruptive to a series.
     In making this judgment, the series may consider trading done in multiple
     accounts under common ownership or control.

(>)  In-kind distributions

     The series have reserved the right to pay redemption proceeds by a
     distribution in-kind of portfolio securities (rather than cash). In the
     event that the series makes an in-kind distribution, you could incur the
     brokerage and transaction charges when converting the securities to cash.
     The series do not expect to make in-kind distributions.

(>)  Unique Nature of Series

     MFS may serve as the investment adviser to other funds which have
     investment goals and principal investment policies and risks similar to
     those of the series, and which may be managed by the series' portfolio
     manager(s). While a series may have many similarities to these other funds,
     its investment performance will differ from their investment performance.
     This is due to a number of differences between a series and these similar
     products, including differences in sales charges, expense ratios and cash
     flows.

(>)  Potential Conflicts

     Shares of the series are offered to the separate accounts of insurance
     companies that may be affiliated or unaffiliated with MFS and each other
     ("shared funding") and may serve as the underlying investments for both
     variable annuity and variable life insurance contracts ("mixed funding").
     Due to differences in tax treatment or other considerations, the interests
     of various contract owners might at some time be in conflict. The trust
     currently does not foresee any such conflict. Nevertheless, the board of
     trustees which oversees the series intends to monitor events in order to
     identify any material irreconcilable conflicts which may possibly arise and
     to determine what action, if any, should be taken in response. If such a
     conflict were to occur, one or more separate accounts of the insurance
     companies might be required to withdraw its investments in one or more
     series. This might force a series to sell securities at disadvantageous
     prices.

-------------------------
VII  FINANCIAL HIGHLIGHTS
-------------------------

     The financial highlights table is intended to help you understand the
     series' financial performance for the past five years, or, if a series has
     not been in operation that long, since the time it commenced investment
     operations. Certain information reflects financial results for a single
     series' share. The total returns in the table represent the rate by which
     an investor would have earned (or lost) on an investment in a series
     (assuming reinvestment of all distributions). This information has been
     audited by the trust's independent auditors, whose report, together with
     the trust's financial statements, are included in the trust's Annual Report
     to shareholders. The series' Annual Report is available upon request by
     contacting MFSC (see back cover for address and telephone number). These
     financial statements are incorporated by reference into the SAI. The
     trust's independent auditors are Deloitte & Touche LLP.


                                       22
<PAGE>


     1.   Emerging Growth Series--Initial Class
     ...........................................................................

<TABLE>
<CAPTION>
                                                                               Year Ended December 31,
                                                              ---------------------------------------------------------
                                                                    1999           1998          1997          1996
   --------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>             <C>           <C>           <C>
   Per share data (for a share outstanding throughout
    each period):
   Net asset value -- beginning of period ...................    $    21.47      $  16.13      $  13.24      $  11.41
                                                                 ----------      --------      --------      --------
   Income from investment operations# --
    Net investment income (loss)[sec] .......................    $    (0.06)     $  (0.05)     $  (0.06)     $  (0.01)
    Net realized and unrealized gain on investments and
     foreign currency transactions ..........................         16.53          5.55          2.95          1.95
                                                                 ----------      --------      --------      --------
      Total from investment operations ......................    $    16.47      $   5.50      $   2.89      $   1.94
                                                                 ----------      --------      --------      --------
   Less distributions declared to shareholders --
    From net investment income ..............................    $       --      $     --      $     --      $     --
    From net realized gain on investments and foreign
     currency transactions ..................................            --         (0.05)           --         (0.06)
    In excess of net realized gain on investments and
     foreign currency transactions ..........................            --         (0.11)           --         (0.05)
    From paid-in capital ....................................            --            --            --            --
                                                                 ----------      --------      --------      --------
      Total distributions declared to shareholders ..........    $       --      $  (0.16)     $     --      $  (0.11)
                                                                 ---------       --------      --------      --------
   Net asset value -- end of period .........................    $    37.94      $  21.47      $  16.13      $  13.24
                                                                 ----------      --------      --------      --------
   Total return .............................................         76.71%        34.16%        21.90%        17.02%
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ..............................................          0.84%         0.85%         0.90%         1.00%
    Net investment income (loss) ............................         (0.23)%       (0.29)%       (0.38)%       (0.08)%
   Portfolio turnover .......................................           176%           71%          112%           96%
   Net assets at end of period (000 omitted) ................    $2,132,528      $908,987      $384,480      $104,956

   [sec] Prior to January 1, 1998, the investment adviser voluntarily agreed to maintain, subject to reimbursement by
         the Series, the expenses of the Series at not more than 1.00% of average daily net assets. To the extent
         actual expenses were over or under this limitation, the net investment loss per share and the ratios would
         have been:

     Net investment loss ....................................                                    $(0.05)       $(0.03)
     Ratios (to average net assets):
      Expenses## ............................................                                      0.87%         1.16%
      Net investment loss ...................................                                     (0.35)%       (0.23)%

<CAPTION>
                                                               Period Ended
                                                               December 31,
                                                                  1995*
   -------------------------------------------------------------------------
<S>                                                              <C>
   Per share data (for a share outstanding throughout
    each period):
   Net asset value -- beginning of period ...................    $ 10.00
                                                                 -------
   Income from investment operations# --
    Net investment income (loss)[sec] .......................    $  0.01
    Net realized and unrealized gain on investments and
     foreign currency transactions ..........................       1.74
                                                                 -------
      Total from investment operations ......................    $  1.75
                                                                 -------
   Less distributions declared to shareholders --
    From net investment income ..............................    $ (0.01)
    From net realized gain on investments and foreign
     currency transactions ..................................      (0.26)
    In excess of net realized gain on investments and
     foreign currency transactions ..........................         --
    From paid-in capital ....................................      (0.07)
                                                                 -------
      Total distributions declared to shareholders ..........    $ (0.34)
                                                                 -------
   Net asset value -- end of period .........................    $ 11.41
                                                                 -------
   Total return .............................................      17.41%++
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ..............................................       1.00%+
    Net investment income (loss) ............................       0.10%+
   Portfolio turnover .......................................         73%
   Net assets at end of period (000 omitted) ................    $ 3,869

   [sec] Prior to January 1, 1998, the investment adviser voluntarily agreed
         to maintain, subject to reimbursement by the Series, the expenses
         of the Series at not more than 1.00% of average daily net assets.
         To the extent actual expenses were over or under this limitation,
         the net investment loss per share and the ratios would have been:

     Net investment loss ....................................     $(0.18)
     Ratios (to average net assets):
      Expenses## ............................................       2.91%+
      Net investment loss ...................................      (1.78)%+
</TABLE>

     ---------
     *    For the period from the commencement of the Series' investment
          operations, July 24, 1995, through December 31, 1995.
     +    Annualized.
     ++   Not annualized.
     #    Per share data are based on average shares outstanding.
     ##   Ratios do not reflect expense reductions from certain offset
          arrangements.


                                       23
<PAGE>


     2.   Capital Opportunities Series--Initial Class
     ...........................................................................

<TABLE>
<CAPTION>
                                                                             Year Ended December 31,
                                                               ---------------------------------------------------
                                                                   1999         1998        1997        1996*
   ---------------------------------------------------------------------------------------------------------------
<S>                                                              <C>          <C>         <C>         <C>
   Per share data (for a share outstanding throughout
    each period):
   Net asset value -- beginning of period ....................   $ 14.79      $ 11.68     $ 10.66      $ 10.00
                                                                 -------      -------     -------      -------
   Income from investment operations# --
    Net investment income (loss)[sec] ........................   $ (0.02)     $  0.03     $  0.12      $  0.07
    Net realized and unrealized gain on investments and
     foreign currency ........................................      7.02         3.11        2.66         0.88
                                                                 -------      -------     -------      -------
      Total from investment operations .......................   $  7.00      $  3.14     $  2.78      $  0.95
                                                                 -------      -------     -------      -------
   Less distributions declared to shareholders --
    From net investment income ...............................   $    --      $ (0.02)    $ (0.09)     $ (0.03)
    From net realized gain on investments and foreign
     currency transactions ...................................     (0.05)       (0.01)      (1.54)       (0.21)
    In excess of net realized gain on investments and
     foreign currency transactions ...........................        --           --          --        (0.01)
    From capital .............................................        --           --       (0.13)       (0.04)
                                                                 -------      -------     -------      -------
      Total distributions declared to shareholders ...........   $ (0.05)     $ (0.03)    $ (1.76)     $ (0.29)
                                                                 -------      -------     -------      -------
   Net asset value -- end of period ..........................   $ 21.74      $ 14.79     $ 11.68      $ 10.66
                                                                 -------      -------     -------      -------
   Total return ..............................................     47.42%       26.80%      26.47%        8.78%++
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ...............................................      1.02%        1.02%       1.02%        1.02%+
    Net investment income (loss) .............................     (0.13)%       0.21%       0.91%        1.72%+
   Portfolio turnover ........................................       152%         144%        270%          44%
   Net assets at end of period (000 omitted) .................   $63,172      $23,908     $ 5,660      $ 1,351

   [sec] Subject to reimbursement by the Series, MFS has voluntarily agreed under a temporary expense reimbursement
         agreement to pay all the Series' operating expenses, exclusive of management fees. In consideration, the
         Series pays MFS a fee not greater than 0.25% of average daily net assets. To the extent actual expenses
         were over this limitation, the net investment income (loss) per share and the ratios would have been:

     Net investment income (loss) ............................    $(0.02)       $0.02      $(0.02)      $(0.04)
     Ratios (to average net assets):
      Expenses## .............................................      1.03         1.11%       2.08%        3.83%+
      Net investment income (loss) ...........................     (0.15)%       0.12%      (0.18)%      (1.11)%+
</TABLE>

     ---------
     *    For the period from the commencement of the Series' investment
          operations, August 14, 1996, through December 31, 1996.
     +    Annualized.
     ++   Not annualized.
     #    Per share data are based on average shares outstanding.
     ##   Ratios do not reflect expense reductions from certain expense offset
          arrangements.


                                       24
<PAGE>


     3.   Utilities Series--Initial Class
     ...........................................................................

<TABLE>
<CAPTION>
                                                                            Year Ended December 31,              Period Ended
                                                               ------------------------------------------------  December 31,
                                                                   1999         1998        1997        1996        1995*
   ---------------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>          <C>         <C>          <C>          <C>
   Per share data (for a share outstanding throughout each
    period):
   Net asset value -- beginning of period ....................   $  19.82     $ 17.99     $ 13.66      $12.57       $10.00
                                                                 --------     -------     -------      ------       ------
   Income from investment operations# --
    Net investment income[sec] ...............................   $   0.38     $  0.46     $  0.44      $ 0.55       $ 0.39
    Net realized and unrealized gain on investments and
     foreign currency ........................................       5.40        2.68        3.89        1.78         3.00
                                                                 --------     -------     -------      ------       ------
      Total from investment operations .......................   $   5.78     $  3.14     $  4.33      $ 2.33       $ 3.39
                                                                 --------     -------     -------      ------       ------
   Less distributions declared to shareholders --
    From net investment income ...............................   $  (0.24)    $ (0.24)    $    --      $(0.35)      $(0.24)
    From net realized gain on investments and foreign
     currency transactions ...................................      (1.20)      (1.07)         --       (0.88)       (0.58)
    In excess of net realized gain on investments and
     foreign currency transactions ...........................         --          --          --       (0.01)          --
                                                                 --------     -------     -------      ------       ------
      Total distributions declared to shareholders ...........   $  (1.44)    $ (1.31)    $    --      $(1.24)      $(0.82)
                                                                 --------     -------     -------      ------       ------
   Net asset value -- end of period ..........................   $  24.16     $ 19.82      $ 17.99     $13.66       $12.57
                                                                 --------     -------     -------      ------       ------
   Total return ..............................................      30.81%      18.06%      31.70%      18.51%       33.94%++
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ...............................................       1.01%       1.01%       1.00%       1.00%        1.00%+
    Net investment income ....................................       1.88%       2.48%       2.92%       4.19%        3.66%+
   Portfolio turnover ........................................        134%        133%         69%        121%          94%
   Net assets at end of period (000 omitted) .................   $182,969     $81,726     $30,147      $9,572       $2,373

   [sec] Subject to reimbursement by the Series, MFS has voluntarily agreed under a temporary expense reimbursement agreement
         to pay all of the Series' operating expenses, exclusive of management fees. In consideration, the Series pays MFS
         a fee not greater than 0.25% of average daily net assets. To the extent actual expenses were over/under this
         limitation, the net investment income per share and ratios would have been:

     Net investment income ...................................      $0.40       $0.47       $0.41       $0.32        $0.17
     Ratios (to average net assets):
      Expenses## .............................................       0.94%       0.98%       1.20%       2.75%        3.08%+
      Net investment income ..................................       1.95%       2.51%       2.71%       2.44%        1.62%+
</TABLE>

     ---------
     *    For the period from the commencement of the Series' investment
          operations, January 3, 1995, through December 31, 1995.
     +    Annualized.
     ++   Not annualized.
     #    Per share data are based on average shares outstanding.
     ##   Ratios do not reflect expense reductions from certain expense offset
          arrangements.


                                       25
<PAGE>


     4.   High Income Series--Initial Class
     ...........................................................................

<TABLE>
<CAPTION>
                                                                              Year Ended December 31,                Period Ended
                                                               ----------------------------------------------------  December 31,
                                                                   1999          1998           1997        1996        1995*
   -------------------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>           <C>              <C>         <C>         <C>
   Per share data (for a share outstanding throughout each
    period):
   Net asset value -- beginning of period ....................   $ 11.53       $ 12.34        $ 10.87     $ 10.29       $10.00
                                                                 -------       -------        -------     -------       ------
   Income from investment operations# --
    Net investment income[sec] ...............................   $  1.03       $  1.04        $  0.95     $  0.89       $ 0.34
    Net realized and unrealized gain (loss) on investments
     and foreign currency ....................................     (0.28)        (1.02)          0.52        0.32         0.18
                                                                 -------       -------        -------     -------       ------
      Total from investment operations .......................   $  0.75       $  0.02        $  1.47     $  1.21       $ 0.52
                                                                 -------       -------        -------     -------       ------
   Less distributions declared to shareholders --
    From net investment income ...............................   $ (0.79)      $ (0.62)       $    --     $ (0.53)      $(0.23)
    From net realized gain on investments and foreign
     currency transactions ...................................        --         (0.21)            --       (0.10)          --
    In excess of net realized gain on investments and
     foreign currency transactions ...........................        --         (0.00)+++         --          --           --
                                                                 -------       -------        -------     -------       ------
      Total distributions declared to shareholders ...........   $ (0.79)      $ (0.83)       $    --     $ (0.63)      $(0.23)
                                                                 -------       -------        -------     -------       ------
   Net asset value -- end of period ..........................   $ 11.49       $ 11.53        $ 12.34     $ 10.87       $10.29
                                                                 -------       -------        -------     -------       ------
   Total return ..............................................      6.44%        (0.18)%        13.62%      11.80%        5.25%++
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ...............................................      1.01%         1.03%          1.01%       1.01%        1.03%+
    Net investment income ....................................      8.95%         8.67%          8.17%       8.18%        8.17%+
   Portfolio turnover ........................................        76%          146%           139%        135%          32%
   Net assets at end of period (000 omitted) .................   $58,596       $42,890        $30,662     $12,994       $1,946

   [sec] Subject to reimbursement by the Series, MFS has voluntarily agreed under a temporary expense reimbursement agreement to
         pay all of the Series operating expenses, exclusive of management fees. In consideration, the Series pays MFS a fee not
         greater than 0.25% of average daily net assets. To the extent actual expenses were over/under this limitation, the net
         investment income per share and ratios would have been:

     Net investment income ...................................     $1.03         $1.05          $0.93       $0.82        $0.20
     Ratios (to average net assets):
      Expenses## .............................................      0.97%         0.96%          1.15%       1.62%        4.38%+
      Net investment income ..................................      8.99%         8.74%          8.03%       7.57%        4.82%+
</TABLE>

     ---------
     *    For the period from the commencement of the Series' investment
          operations, July 26, 1995, through December 31, 1995.
     +    Annualized.
     ++   Not annualized.
     +++  Per share amount was less than $0.01.
     #    Per share data are based on average shares outstanding.
     ##   Ratios do not reflect expense reductions from certain expense offset
          arrangements.


                                       26
<PAGE>


     5.   Global Governments Series--Initial Class
     ...........................................................................

<TABLE>
<CAPTION>
                                                                                Year Ended December 31,
                                                               ----------------------------------------------------------
                                                                   1999        1998        1997        1996       1995
   ----------------------------------------------------------------------------------------------------------------------
<S>                                                              <C>         <C>         <C>         <C>         <C>
   Per share data (for a share outstanding throughout
    each period):
   Net asset value -- beginning of period ....................   $ 10.88     $ 10.21     $ 10.58     $ 10.17     $ 9.82
                                                                 -------     -------     -------     -------     ------
   Income from investment operations# --
    Net investment income[sec] ...............................   $  0.54     $  0.53     $  0.61     $  0.60     $ 0.63
                                                                 -------     -------     -------     -------     ------
    Net realized and unrealized gain (loss) on investments
     and foreign currency ....................................     (0.80)       0.27       (0.73)      (0.19)      0.78
                                                                 -------     -------     -------     -------     ------
      Total from investment operations .......................   $ (0.26)    $  0.80     $ (0.12)    $  0.41     $ 1.41
                                                                 -------     -------     -------     -------     ------
   Less distributions declared to shareholders --
    From net investment income ...............................   $ (0.59)    $ (0.13)    $ (0.17)    $    --     $(0.42)
    From net realized gain on investments and foreign
     currency transactions ...................................        --          --       (0.08)         --         --
    In excess of net investment income .......................        --          --          --          --      (0.54)
    In excess of net realized gain on investments and
     foreign currency transactions ...........................        --          --          --+         --         --
    From paid-in capital .....................................        --          --          --          --      (0.10)
                                                                 -------     -------     -------     -------     ------
      Total distributions declared to shareholders ...........   $ (0.59)    $ (0.13)    $ (0.25)    $    --     $(1.06)
                                                                 -------     -------     -------     -------     ------
   Net asset value -- end of period ..........................   $ 10.03     $ 10.88     $ 10.21     $ 10.58     $10.17
                                                                 -------     -------     -------     -------     ------
   Total return ..............................................     (2.50)%      7.90%      (1.13)%      4.03%     14.38%
   Ratios (to average net assets)/Supplemental data[sec]:
    Expenses## ...............................................      1.01%       1.01%       1.00%       1.00%      1.00%
    Net investment income ....................................      5.19%       5.11%       5.96%       5.84%      6.05%
   Portfolio turnover ........................................       128%        270%        335%        361%       211%
   Net assets at end of year (000 omitted) ...................   $45,061     $45,966     $38,058     $26,023     $7,424

   [sec] Subject to reimbursement by the Series, MFS has voluntarily agreed under a temporary expense reimbursement
         agreement to pay all of the Series' operating expenses, exclusive of management fees. In consideration, the
         Series pays MFS a fee not greater than 0.25% of average daily net assets. To the extent actual expenses were
         over/under this limitation, the net investment income per share and the ratios would have been:

     Net investment income ...................................     $0.54       $0.52       $0.59       $0.50      $0.53
     Ratios (to average net assets):
      Expenses## .............................................      1.05%       1.11%       1.15%       2.03%      1.99%
      Net investment income ..................................      5.15%       5.01%       5.81%       4.81%      5.09%
</TABLE>

     ---------
     #    Per share data are based on average shares outstanding.
     ##   Ratios do not reflect expense reductions from certain expense offset
          arrangements.
     +    Per share amount was less than $0.01 per share.


                                       27
<PAGE>


----------                                                ----------------------
Appendix A                                                Emerging Growth Series
----------                                                ----------------------


(>)  Investment Techniques and Practices

     In pursuing its investment objective and investment policies, the Emerging
     Growth Series may engage in the following principal and non-principal
     investment techniques and practices. Investment techniques and practices
     which are the principal focus of the series are also described, together
     with their risks, in the Risk Return Summary of the Prospectus. Both
     principal and non-principal investment techniques and practices are
     described, together with their risks, in the SAI.

<TABLE>
<S>              <C>              <C>
   Symbols       X permitted      -- not permitted
---------------------------------------------------
</TABLE>

<TABLE>
<S>                                                             <C>
  Debt Securities
   Asset-Backed Securities
    Collateralized Mortgage Obligations and Multiclass
     Pass-Through Securities                                    --
    Corporate Asset-Backed Securities                           --
    Mortgage Pass-Through Securities                            --
    Stripped Mortgage-Backed Securities                         --
   Corporate Securities                                          X
   Loans and Other Direct Indebtedness                          --
   Lower Rated Bonds                                             X
   Municipal Bonds                                              --
   Speculative Bonds                                             X
   U.S. Government Securities                                    X
   Variable and Floating Rate Obligations                        X
   Zero Coupon Bonds, Deferred Interest Bonds
    and PIK Bonds                                                X
  Equity Securities                                              X
  Foreign Securities Exposure
   Brady Bonds                                                  --
   Depositary Receipts                                           X
   Dollar-Denominated Foreign Debt Securities                   --
   Emerging Markets                                              X
   Foreign Securities                                            X
  Forward Contracts                                              X
  Futures Contracts                                              X
  Indexed Securities/Structured Products                        --
  Inverse Floating Rate Obligations                             --
</TABLE>

<TABLE>
<S>                                                             <C>
  Investment in Other Investment Companies
   Open-End Funds                                                X
   Closed-End Funds                                              X
  Lending of Portfolio Securities                                X
  Leveraging Transactions
   Bank Borrowings                                              --*
   Mortgage "Dollar-Roll" Transactions                          --*
   Reverse Repurchase Agreements                                --*
  Options
   Options on Foreign Currencies                                 X
   Options on Futures Contracts                                  X
   Options on Securities                                         X
   Options on Stock Indices                                      X
   Reset Options                                                --
   "Yield Curve" Options                                        --
  Repurchase Agreements                                          X
  Restricted Securities                                          X
  Short Sales                                                   --
  Short Sales Against the Box                                   --
  Short Term Instruments                                         X
  Swaps and Related Derivative Instruments                      --
  Temporary Borrowings                                           X
  Temporary Defensive Positions                                  X
  Warrants                                                       X
  "When-Issued" Securities                                       X
</TABLE>

     *May be changed only with shareholder approval.


                                       A-1
<PAGE>


----------                                          ----------------------------
Appendix A                                          Capital Opportunities Series
----------                                          ----------------------------


(>)  Investment Techniques and Practices

     In pursuing its investment objective and investment policies, the Capital
     Opportunities Series may engage in the following principal and
     non-principal investment techniques and practices. Investment techniques
     and practices which are the principal focus of the series are also
     described, together with their risks, in the Risk Return Summary of the
     Prospectus. Both principal and non-principal investment techniques and
     practices are described, together with their risks, in the SAI.

<TABLE>
<S>              <C>              <C>
   Symbols       X permitted      -- not permitted
---------------------------------------------------
</TABLE>

<TABLE>
<S>                                                             <C>
  Debt Securities
   Asset-Backed Securities
    Collateralized Mortgage Obligations and Multiclass
     Pass-Through Securities                                    --
    Corporate Asset-Backed Securities                           --
    Mortgage Pass-Through Securities                            --
    Stripped Mortgage-Backed Securities                         --
   Corporate Securities                                          X
   Loans and Other Direct Indebtedness                          --
   Lower Rated Bonds                                             X
   Municipal Bonds                                              --
   Speculative Bonds                                             X
   U.S. Government Securities                                    X
   Variable and Floating Rate Obligations                        X
   Zero Coupon Bonds, Deferred Interest Bonds and PIK
    Bonds                                                        X
  Equity Securities                                              X
  Foreign Securities Exposure
   Brady Bonds                                                   X
   Depositary Receipts                                           X
   Dollar-Denominated Foreign Debt Securities                   --
   Emerging Markets                                              X
   Foreign Securities                                            X
  Forward Contracts                                              X
  Futures Contracts                                              X
  Indexed Securities/Structured Products                        --
  Inverse Floating Rate Obligations                             --
</TABLE>

<TABLE>
<S>                                                             <C>
  Investment in Other Investment Companies
   Open-End Funds                                                X
   Closed-End Funds                                              X
  Lending of Portfolio Securities                                X
  Leveraging Transactions
   Bank Borrowings                                              --*
   Mortgage "Dollar-Roll" Transactions                          --*
   Reverse Repurchase Agreements                                --*
  Options
   Options on Foreign Currencies                                 X
   Options on Futures Contracts                                  X
   Options on Securities                                         X
   Options on Stock Indices                                      X
   Reset Options                                                --
   "Yield Curve" Options                                        --
  Repurchase Agreements                                          X
  Restricted Securities                                          X
  Short Sales                                                   --
  Short Sales Against the Box                                    X
  Short Term Instruments                                         X
  Swaps and Related Derivative Instruments                      --
  Temporary Borrowings                                           X
  Temporary Defensive Positions                                  X
  Warrants                                                       X
  "When-Issued" Securities                                       X
</TABLE>

     *May be changed only with shareholder approval.


                                       A-2
<PAGE>


----------                                                      ----------------
Appendix A                                                      Utilities Series
----------                                                      ----------------


(>)  Investment Techniques and Practices

     In pursuing its investment objective and investment policies, the Utilities
     Series may engage in the following principal and non-principal investment
     techniques and practices. Investment techniques and practices which are the
     principal focus of the series are also described, together with their
     risks, in the Risk Return Summary of the Prospectus. Both principal and
     non-principal investment techniques and practices are described, together
     with their risks, in the SAI.

<TABLE>
<S>              <C>              <C>
   Symbols       X permitted      -- not permitted
---------------------------------------------------
</TABLE>

<TABLE>
<S>                                                             <C>
  Debt Securities
   Asset-Backed Securities                                       X
    Collateralized Mortgage Obligations and Multiclass
     Pass-Through Securities                                     X
    Corporate Asset-Backed Securities                            X
    Mortgage Pass-Through Securities                             X
    Stripped Mortgage-Backed Securities                         --
   Corporate Securities                                          X
   Loans and Other Direct Indebtedness                           X
   Lower Rated Bonds                                             X
   Municipal Bonds                                               X
   Speculative Bonds                                             X
   U.S. Government Securities                                    X
   Variable and Floating Rate Obligations                        X
   Zero Coupon Bonds, Deferred Interest Bonds and PIK
    Bonds                                                        X
  Equity Securities                                              X
  Foreign Securities Exposure
   Brady Bonds                                                   X
   Depositary Receipts                                           X
   Dollar-Denominated Foreign Debt Securities                    X
   Emerging Markets                                              X
   Foreign Securities                                            X
  Forward Contracts                                              X
  Futures Contracts                                              X
  Indexed Securities/Structured Products                         X
  Inverse Floating Rate Obligations                             --
</TABLE>

<TABLE>
<S>                                                             <C>
  Investment in Other Investment Companies
   Open-End                                                      X
   Closed-End                                                    X
  Lending of Portfolio Securities                                X
  Leveraging Transactions
   Bank Borrowings                                              --*
   Mortgage "Dollar-Roll" Transactions                          --*
   Reverse Repurchase Agreements                                --*
  Options
   Options on Foreign Currencies                                 X
   Options on Futures Contracts                                  X
   Options on Securities                                         X
   Options on Stock Indices                                      X
   Reset Options                                                --
   "Yield Curve" Options                                        --
  Repurchase Agreements                                          X
  Restricted Securities                                          X
  Short Sales                                                   --
  Short Sales Against the Box                                   --
  Short Term Instruments                                         X
  Swaps and Related Derivative Instruments                      --
  Temporary Borrowings                                           X
  Temporary Defensive Positions                                  X
  Warrants                                                       X
  "When-Issued" Securities                                       X
</TABLE>

     *May be changed only with shareholder approval.


                                       A-3
<PAGE>


----------                                                    ------------------
Appendix A                                                    High Income Series
----------                                                    ------------------


(>)  Investment Techniques and Practices

     In pursuing its investment objective and investment policies, the High
     Income Series may engage in the following principal and non-principal
     investment techniques and practices. Investment techniques and practices
     which are the principal focus of the series are also described, together
     with their risks, in the Risk Return Summary of the Prospectus. Both
     principal and non-principal investment techniques and practices are
     described, together with their risks, in the SAI.

<TABLE>
<S>              <C>              <C>
   Symbols       X permitted      -- not permitted
---------------------------------------------------
</TABLE>

<TABLE>
<S>                                                             <C>
  Debt Securities
   Asset-Backed Securities
    Collateralized Mortgage Obligations and Multiclass
     Pass-Through Securities                                     X
    Corporate Asset-Backed Securities                            X
    Mortgage Pass-Through Securities                             X
    Stripped Mortgage-Backed Securities                         --
   Corporate Securities                                          X
   Loans and Other Direct Indebtedness                           X
   Lower Rated Bonds                                             X
   Municipal Bonds                                              --
   Speculative Bonds                                             X
   U.S. Government Securities                                    X
   Variable and Floating Rate Obligations                        X
   Zero Coupon Bonds, Deferred Interest Bonds and PIK
    Bonds                                                        X
  Equity Securities                                              X
  Foreign Securities Exposure
   Brady Bonds                                                   X
   Depositary Receipts                                          --
   Dollar-Denominated Foreign Debt Securities                    X
   Emerging Markets                                              X
   Foreign Securities                                            X
  Forward Contracts                                              X
  Futures Contracts                                              X
  Indexed Securities/Structured Products                         X
  Inverse Floating Rate Obligations                             --
</TABLE>

<TABLE>
<S>                                                             <C>
  Investment in Other Investment Companies
   Open-End Funds                                                X
   Closed-End Funds                                              X
  Lending of Portfolio Securities                                X
  Leveraging Transactions
   Bank Borrowings                                              --*
   Mortgage "Dollar-Roll" Transactions                          --*
   Reverse Repurchase Agreements                                --*
  Options
   Options on Foreign Currencies                                --
   Options on Futures Contracts                                 --
   Options on Securities                                         X
   Options on Stock Indices                                      X
   Reset Options                                                --
   "Yield Curve" Options                                        --
  Repurchase Agreements                                          X
  Restricted Securities                                          X
  Short Sales                                                    X
  Short Sales Against the Box                                    X
  Short Term Instruments                                         X
  Swaps and Related Derivative Instruments                       X
  Temporary Borrowings                                           X
  Temporary Defensive Positions                                  X
  Warrants                                                       X
  "When-Issued" Securities                                       X
</TABLE>

     *May be changed only with shareholder approval.


                                       A-4
<PAGE>


----------                                             -------------------------
Appendix A                                             Global Governments Series
----------                                             -------------------------


(>)  Investment Techniques and Practices

     In pursuing its investment objective and investment policies, the Global
     Governments Series may engage in the following principal and non-principal
     investment techniques and practices. Investment techniques and practices
     which are the principal focus of the series are also described, together
     with their risks, in the Risk Return Summary of the Prospectus. Both
     principal and non-principal investment techniques and practices are
     described, together with their risks, in the SAI.

<TABLE>
<S>              <C>              <C>
   Symbols       X permitted      -- not permitted
---------------------------------------------------
</TABLE>

<TABLE>
<S>                                                             <C>
  Debt Securities
   Asset-Backed Securities
    Collateralized Mortgage Obligations and Multiclass
     Pass-Through Securities                                     X
    Corporate Asset-Backed Securities                            X
    Mortgage Pass-Through Securities                             X
    Stripped Mortgage-Backed Securities                          X
   Corporate Securities                                          X
   Loans and Other Direct Indebtedness                           X
   Lower Rated Bonds                                             X
   Municipal Bonds                                               X
   Speculative Bonds                                             X
   U.S. Government Securities                                    X
   Variable and Floating Rate Obligations                        X
   Zero Coupon Bonds, Deferred Interest Bonds and PIK
    Bonds                                                        X
  Equity Securities                                             --
  Foreign Securities Exposure
   Brady Bonds                                                   X
   Depositary Receipts                                           X
   Dollar-Denominated Foreign Debt Securities                    X
   Emerging Markets                                              X
   Foreign Securities                                            X
  Forward Contracts                                              X
  Futures Contracts                                              X
  Indexed Securities/Structured Products                         X
  Inverse Floating Rate Obligations                              X
</TABLE>

<TABLE>
<S>                                                             <C>
  Investment in Other Investment Companies
   Open-End Funds                                                X
   Closed-End Funds                                              X
  Lending of Portfolio Securities                                X
  Leveraging Transactions
   Bank Borrowings                                              --*
   Mortgage "Dollar-Roll" Transactions                          --*
   Reverse Repurchase Agreements                                --*
  Options
   Options on Foreign Currencies                                 X
   Options on Futures Contracts                                  X
   Options on Securities                                         X
   Options on Stock Indices                                      X
   Reset Options                                                 X
   "Yield Curve" Options                                         X
  Repurchase Agreements                                          X
  Restricted Securities                                          X
  Short Sales                                                   --
  Short Sales Against the Box                                   --
  Short Term Instruments                                         X
  Swaps and Related Derivative Instruments                       X
  Temporary Borrowings                                           X
  Temporary Defensive Positions                                  X
  Warrants                                                       X
  "When-Issued" Securities                                       X
</TABLE>

     *May be changed only with shareholder approval.


                                       A-5
<PAGE>


     MFS[RegTM] VARIABLE INSURANCE TRUST(SM)

     If you want more information about the trust and its series, the following
     documents are available free upon request:

     Annual/Semiannual Reports. These reports contain information about the
     series' actual investments. Annual reports discuss the effect of recent
     market conditions and the series' investment strategy on the series'
     performance during its last fiscal year.

     Statement of Additional Information (SAI). The SAI, dated May 1, 2000,
     provides more detailed information about the trust and its series and is
     incorporated into this prospectus by reference.

     You can get free copies of the annual/semiannual reports, the SAI and other
     information about the trust and its series, and make inquiries about the
     trust and its series, by contacting:

          MFS Service Center, Inc.
          2 Avenue de Lafayette
          Boston, MA 02111-1738
          Telephone: 1-800-343-2829, ext. 3500
          Internet: http://www.mfs.com

     Information about the trust and its series (including its prospectus, SAI
     and shareholder reports) can be reviewed and copied at the:

          Public Reference Room
          Securities and Exchange Commission
          Washington, D.C., 20549-0102

     Information on the operation of the Public Reference Room may be obtained
     by calling the Commission at 202-942-8090. Reports and other information
     about the trust and its series are available on the EDGAR Databases on the
     Commission's Internet website at http://www.sec.gov, and copies of this
     information may be obtained, upon payment of a duplicating fee, by
     electronic request at the following E-mail address: [email protected], or
     by writing the Public Reference Section at the above address.

          The trust's Investment Company Act file number is 811-8326




                                                   MSG 11/98 224M 90/290/390/890


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