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SUPPLEMENT TO PROSPECTUS
AND STATEMENT OF ADDITIONAL INFORMATION
OF SELECT ADVISORS VARIABLE INSURANCE TRUST
IN CONNECTION WITH THE EMERGING GROWTH PORTFOLIO
THIS SUPPLEMENT IS DATED SEPTEMBER 19, 1997.
The Prospectus and Statement of Additional Information of Select
Advisors Variable Insurance Trust, each dated May 1, 1997, are hereby
supplemented as follows:
ACQUISITION OF WESTFIELD
Westfield Capital Management Company, Inc. ("Westfield"), one of the
Portfolio Advisors to the Emerging Growth Portfolio (the "Portfolio") of the
Select Advisors Variable Insurance Trust (the "Trust"), and all of the owners of
Westfield's outstanding capital stock have entered into an Agreement and Plan of
Merger (the "Merger Agreement") as of August 13, 1997, with Boston Private
Bancorp, Inc. ("BPB") and its wholly owned subsidiary, Boston Private Investment
Management, Inc. Upon consummation of the Merger Agreement, Westfield will
become an indirect wholly owned subsidiary of BPB.
As required by the Investment Company Act of 1940, the Portfolio
Advisory Agreement (the "Existing Portfolio Advisory Agreement") with Westfield
will terminate at the effective time of the merger (the "Effective Time"). At a
meeting held on September 18, 1997, the Board of Trustees of the Trust approved
a new portfolio advisory agreement (the "New Portfolio Advisory Agreement") for
the Portfolio with Westfield, which will become effective at the Effective Time.
Except for different effective and termination dates, the terms of the New
Portfolio Advisory Agreement are identical to the terms of the Existing
Portfolio Advisory Agreement. A meeting of shareholders of the Portfolio is
scheduled for October 30, 1997, to consider the New Portfolio Advisory
Agreement.
At the Effective Time, the stockholders of Westfield will have the
right to receive a maximum aggregate of 3,918,367 shares of BPB common stock,
$1.00 par value (the "BPB Common Stock"), per share for their shares of
Westfield. As of September 16, 1997, the closing price of BPB Common Stock was
$8.750 per share (as reported on the Nasdaq SmallCap Market). Since January 1,
1997 until September 11, 1997, the closing price of BPB Common Stock has ranged
from $4.875 per share to $8.750 per share. The purchase price is subject to
certain adjustments, based on, among other things, changes in advisory revenues
as measured just prior to the Effective Time. The consummation of the merger is
also subject to prior satisfaction of several conditions, including that
Westfield shall have obtained consents from, or entered into new contracts with,
clients representing advisory revenues equal to not less than 80% of the
advisory revenues of Westfield as of July 31, 1997.
In addition, the officers and employees of Westfield will be eligible
to participate with the officers and employees of BPB and certain of its other
subsidiaries in BPB's 1997 Long-Term Stock Incentive Plan. Certain employees of
Westfield will receive options to purchase a total of 75,000 shares of BPB
Common Stock at an exercise price equal to the fair market value of such stock
on the date of grant.
Westfield will continue to use "Westfield" as part of its name after
the Effective Time. Each of Westfield's senior portfolio managers has entered
into an employment agreement with Westfield and BPB which will become effective
at the Effective Time. Upon consummation of the merger, Timothy L. Vail,
President and CEO of BPB, will become Chairman of the Board and a Director of
Westfield.
BPB, Boston, Massachusetts was established in May, 1987. BPB is the
parent company of Boston Private Bank & Trust Company, a private bank serving
clients in New England with banking and investment products. Currently, BPB's
investment management and trust services business has approximately $876 million
of assets under management.
