[MFS LOGO] MFS[RegTM]
INVESTMENT MANAGEMENT
We invented the mutual fund[RegTM]
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MFS [RegTM] VARIABLE INSURANCE TRUST[SM]
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Prospectus
MAY 1, 2000
Initial Class
MFS[RegTM] RESEARCH SERIES
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This Prospectus describes one series of the MFS Variable Insurance Trust
(referred to as the trust):
1. MFS Research Series seeks to provide long-term growth of capital and future
income (referred to as the Research 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>
Page
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TABLE OF CONTENTS
-----------------
<S> <C> <C>
I Expense Summary ............................................ 1
II Risk Return Summary ........................................ 2
1. Research Series ........................................ 2
III Certain Investment Strategies and Risks .................... 5
IV Management of the Series ................................... 5
V Description of Shares ...................................... 6
VI Other Information .......................................... 6
VII Financial Highlights ....................................... 7
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). One is described below.
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I EXPENSE SUMMARY
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> 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>
Research
Series
---------
<S> <C>
Management Fee ................................. 0.75%
Other Expenses(1) .............................. 0.11%
----
Total Annual Series Operating Expenses ......... 0.86%
Expense Reimbursement ......................... N/A
-------
Net Expenses(1) ............................... 0.86%
</TABLE>
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(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 0.85% for the Research Series.
> Example of Expenses--Initial Class
This example is intended to help you compare the cost of investing in the
series with the cost of investing in other mutual funds. This example does
not take into account the fees and expenses imposed by insurance companies
through which your investment in the series may be made.
The example assumes 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>
Research Series $88 $274 $477 $1,061
</TABLE>
1
<PAGE>
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II RISK RETURN SUMMARY
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1: Research Series
...............................................................................
> Investment Objective
The series' investment objective is long-term growth of capital and future
income. 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 common stocks and related securities, such as preferred stocks,
convertible securities and depositary receipts. The series focuses on
companies that MFS believes have favorable prospects for long-term growth,
attractive valuations based on current and expected earnings or cash flow,
dominant or growing market share, and superior management. The series may
invest in companies of any size. The series' investments may include
securities traded on securities exchanges or in the over-the-counter markets.
A committee of investment research analysts selects portfolio securities
for the series. This committee includes investment analysts employed not
only by MFS, but also by MFS' investment advisory affiliates. The committee
allocates the series' assets among various industries. Individual analysts
then select what they view as the securities best suited to achieve the
series' investment objective within their assigned industry responsibility.
The series may invest in foreign securities (including emerging market
securities), through which it may have exposure 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 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 incurred by 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 purchasing or selling these securities at a fair price.
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:
> 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.
2
<PAGE>
> 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 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.
[Begin Bar Chart]
1996 22.33%
1997 20.26%
1998 23.39%
1999 24.05%
[End Bar Chart]
During the period shown in the bar chart, the highest quarterly return was
21.88% (for the calendar quarter ended December 31, 1999) and the lowest
quarterly return was (14.66)% (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>
Research Series--Initial Class 24.05% 22.86%
Standard & Poor's 500 Composite Index**+ 21.04% 26.53%
</TABLE>
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* 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: Standard & Poor's Micropal, Inc.
+ 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 New York Stock
Exchange and over-the-counter market.
3
<PAGE>
> Portfolio Manager
The series is currently managed by a committee comprised of various equity
research analysts employed by the Adviser. This committee includes
investment analysts employed not only by MFS, but also by MFS' investment
advisory affiliates. The committee has managed the series since its
inception.
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<PAGE>
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III CERTAIN INVESTMENT STRATEGIES AND RISKS
---------------------------------------------
o Further Information on Investment Strategies and Risks
The 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 the series may
engage, including the principal investment techniques and practices described
above, is 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
The 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. The series defensive investment position may
not be effective in protecting its value.
> Active or Frequent Trading
The 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.
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IV MANAGEMENT OF THE SERIES
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> 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 the series with certain financial, legal, compliance,
shareholder communications and other administrative services. MFS is -
reimbursed by the 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 the series,
for which it receives compensation from the series.
5
<PAGE>
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V DESCRIPTION OF SHARES
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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.
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VI OTHER INFORMATION
---------------------
> Pricing of Series' Shares
The price of the series' shares is based on its net asset value. The net
asset value of the 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, the 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 the series' shares may change on
days when you will not be able to purchase or redeem the shares.
> Distributions
The 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. The series of the Trust is treated as a separate
corporation for federal tax purposes. As long as the series qualifies for
treatment as a regulated investment company (which the series has done in the
past and which the series intends to do in the future), it pays no federal
income tax on the earnings it distributes to shareholders. In addition, the
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.
> Right to Reject or Restrict Purchase and Exchange Orders
Purchases and exchanges should be made for investment purposes only. The
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
6
<PAGE>
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 does 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, the 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 has 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.
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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.
7
<PAGE>
1. Research 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 ................... $ 19.05 $ 15.80 $ 13.13 $ 10.89 $ 10.00
------- ------- ------- ------- --------
Income from investment operations# --
Net investment income[sec] .............................. $ 0.02 $ 0.06 $ 0.05 $ 0.06 $ 0.05
Net realized and unrealized gain on investments and
foreign currency ....................................... 4.52 3.59 2.62 2.37 1.01
------- ------- ------- ------- --------
Total from investment operations ...................... $ 4.54 $ 3.65 $ 2.67 $ 2.43 $ 1.06
------- ------- ------- ------- --------
Less distributions declared to shareholders --
From net investment income .............................. $ (0.04) $ (0.03) $ -- $ (0.02) $ (0.03)
From net realized gain on investments and foreign
currency transactions .................................. ( 0.21) ( 0.37) -- ( 0.16) ( 0.14)
In excess of net realized gain on investments and
foreign currency transactions .......................... -- -- -- ( 0.01) --
-------- -------- -------- -------- --------
Total distributions declared to shareholders .......... $ (0.25) $ (0.40) $ -- $ (0.19) $ (0.17)
-------- -------- -------- -------- --------
Net asset value -- end of period ......................... $ 23.34 $ 19.05 $ 15.80 $ 13.13 $ 10.89
-------- -------- -------- -------- --------
Total return ............................................. 24.05% 23.39% 20.26% 22.33% 10.62%++
Ratios (to average net assets)/Supplemental data[sec]:
Expenses## .............................................. 0.86% 0.86% 0.92% 1.01% 1.02%+
Net investment income ................................... 0.08% 0.33% 0.34% 0.47% 1.15%+
Portfolio turnover ....................................... 91% 83% 99% 56% 28%
Net assets at end of period (000 omitted) ................ $883,578 $567,778 $285,845 $ 35,710 $ 2,530
[sec] Prior to January 1, 1998, subject to reimbursement by the Series, the investment adviser agreed to maintain the
expenses of the Series, exclusive of management fees, at not more than 0.25% of average daily net assets. To the
extent actual expenses were over or under this limitation, the net investment income (loss) per share and the
ratios would have been:
Net investment income (loss) ........................... $ 0.06 $ -- $ (0.08)
Ratios (to average net assets):
Expenses## ............................................ 0.88% 1.48% 3.90%+
Net investment income (loss) .......................... 0.38% -- (1.73)%+
</TABLE>
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* For the period from the commencement of the Series' investment
operations, July 26, 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.
8
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Appendix A Research Series
---------- ---------------
> Investment Techniques and Practices
In pursuing its investment objective and investment policies, the Research
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>
Symbols [dag] 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 [dag]
Loans and Other Direct Indebtedness --
Lower Rated Bonds [dag]
Municipal Bonds --
Speculative Bonds [dag]
U.S. Government Securities [dag]
Variable and Floating Rate Obligations [dag]
Zero Coupon Bonds, Deferred Interest Bonds and PIK
--
Bonds
Equity Securities [dag]
Foreign Securities Exposure
Brady Bonds --
Depositary Receipts [dag]
Dollar-Denominated Foreign Debt Securities [dag]
Emerging Markets [dag]
Foreign Securities [dag]
Forward Contracts [dag]
Futures Contracts --
Indexed Securities/Structured Products [dag]
Inverse Floating Rate Obligations --
Investment in Other Investment Companies
Open-End Funds [dag]
Closed-End Funds [dag]
Lending of Portfolio Securities [dag]
Leveraging Transactions
Bank Borrowings --*
Mortgage "Dollar-Roll" Transactions --*
Reverse Repurchase Agreements --*
Options
Options on Foreign Currencies --
Options on Futures Contracts --
Options on Securities --
Options on Stock Indices --
Reset Options --
"Yield Curve" Options --
Repurchase Agreements [dag]
Restricted Securities [dag]
Short Sales --
Short Sales Against the Box [dag]
Short Term Instruments [dag]
Swaps and Related Derivative Instruments --
Temporary Borrowings [dag]
Temporary Defensive Positions [dag]
Warrants [dag]
"When-Issued" Securities --
</TABLE>
*May be changed only with shareholder approval.
A-1
<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
