JNL SERIES TRUST, 497, 1999-12-22

JNL SERIES TRUST
497, 1999-12-22

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PROSPECTUS

May 1, 1999

JNL(R) SERIES TRUST
5901 Executive Drive o Lansing, Michigan 48911

This Prospectus provides you with the basic information you should know before
investing in the JNL Series Trust (Trust).

The shares of the Trust are sold to life insurance company separate accounts to
fund the benefits of variable annuity contracts. The Trust currently offers
shares in the following separate Series, each with its own investment objective.

JNL/Alliance Growth Series
JNL/J.P. Morgan Enhanced S&P 500 Index Series
JNL/J.P. Morgan International & Emerging Markets Series
JNL/Janus Aggressive Growth Series
JNL/Janus Global Equities Series
JNL/PIMCO Total Return Bond Series
JNL/Putnam Growth Series
JNL/Putnam Value Equity Series
JNL/S&P Conservative Growth Series
JNL/S&P Moderate Growth Series
JNL/S&P Aggressive Growth Series
Goldman Sachs/JNL Growth & Income Series
Lazard/JNL Mid Cap Value Series
Lazard/JNL Small Cap Value Series
PPM America/JNL Money Market Series
Salomon Brothers/JNL Balanced Series
Salomon Brothers/JNL Global Bond Series
Salomon Brothers/JNL High Yield Bond Series
T. Rowe Price/JNL International Equity Investment Series
T. Rowe Price/JNL Mid-Cap Growth Series

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THE
TRUST'S SECURITIES, OR DETERMINED WHETHER THIS PROSPECTUS IS ACCURATE OR
COMPLETE. IT IS A CRIMINAL OFFENSE TO STATE OTHERWISE.

The Trust's Statement of Additional Information (SAI) contains additional
information about the Trust and the Series.

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

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TABLE OF CONTENTS

About the Series of the Trust ............................................. 1

Management of the Trust ................................................... 52

Administrative Fee ........................................................ 54

Investment in Trust Shares ................................................ 54

Share Redemption .......................................................... 54

Tax Status ................................................................ 55

Financial Highlights ...................................................... 56

<PAGE>
ABOUT THE SERIES OF THE TRUST

JNL/ALLIANCE GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/Alliance Growth Series
is long-term growth of capital.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stocks or securities
with common stock characteristics, which include securities convertible into or
exchangeable for common stock. The Series invests primarily in high-quality U.S.
companies, generally those of large market capitalization. The Series may invest
a portion of its assets in foreign securities. The potential for appreciation of
capital is the basis for investment decisions. Whatever income the Series'
investments generate is incidental to the objective of capital growth.

o Market risk. Because the Series invests in stocks of U.S. and
foreign companies, it is subject to stock market risk. Stock
prices typically fluctuate more than the values of other types of
securities, typically in response to changes in the particular
company's financial condition and factors affecting the market in
general. For example, unfavorable or unanticipated poor earnings
performance of the company may result in a decline in its stock's
price, and a broad-based market drop may also cause a stock's
price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in enforcing
contractual obligations. Transactions in foreign securities may be
subject to less efficient settlement practices, including extended
clearance and settlement periods. Owning foreign securities could
cause the Series' performance to fluctuate more than if it held
only U.S. securities.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

PERFORMANCE. The performance of the Series will vary from year to year. The
Series' performance figures will not reflect the deduction of any charges that
are imposed under a variable annuity contract. Those charges, which are
described in the variable annuity prospectus, will reduce the Series'
performance. As with all mutual funds, the Series' past performance does not
necessarily indicate how it will perform in the future.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/Alliance Growth Series seeks to
achieve its investment objective of long-term growth of capital by investing
primarily in common stocks or securities with common stock characteristics that
the sub-adviser believes have the potential for capital appreciation. In
selecting equity securities, the sub-adviser considers a variety of factors,
such as an issuer's current and projected revenue, earnings, cash flow and
assets, as well as general market conditions. Because the Series holds
securities selected for growth potential rather than protection of income, the
value of the Series' portfolio may be more volatile in response to market
changes than it would be if the Series held income-producing securities.

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The Series may use derivative instruments, such as futures contracts, options
and forward currency contracts, for hedging and risk management. These
instruments are subject to transaction costs and certain risks, such as
unanticipated changes in securities prices and global currency markets.

The Series may take a temporary, defensive position by investing a substantial
portion of its assets in U.S. government securities, cash, cash equivalents and
repurchase agreements. Taking a defensive position may reduce the potential for
appreciation in the Series' portfolio. The Series may actively trade securities
in seeking to achieve its objective. Doing so may increase transaction costs,
which may reduce performance.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/Alliance
Growth Series is Alliance Capital Management L.P. (Alliance), with principal
offices at 1345 Avenue of the Americas, New York, New York 10105. Alliance is a
major international investment manager whose clients primarily are major
corporate employee benefit funds, investment companies, foundations, endowment
funds and public employee retirement systems.

James G. Reilly, Senior Vice President of Alliance, and Syed Hasnain, Senior
Vice President and Large Cap Growth Portfolio Manager of Alliance, share the
responsibility for the day-to-day management of the Series. Mr. Reilly joined
Alliance in 1984. Mr. Hasnain joined Alliance in 1993. Mr. Reilly has had
responsibility for the day-to-day management of the Series since the inception
of the Series. Mr. Hasnain has shared responsibility for the day-to-day
management of the Series since January 1999.

2
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JNL/J.P. MORGAN ENHANCED S&P 500 INDEX SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/J.P. Morgan Enhanced
S&P 500 Index Series is to provide high total return from a broadly diversified
portfolio of equity securities.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of large- and
medium-capitalization U.S. companies. The Series owns a large number of stocks
within the Standard & Poor's 500 Composite Stock Price Index (S&P 500 Index),
generally tracking the industry weighting of that Index. Within each industry,
the Series modestly overweights stocks that the sub-adviser regards as
undervalued or fairly valued and modestly underweights or does not hold stocks
that the sub-adviser determines are overvalued. By so doing, the Series seeks
returns that slightly exceed those of the S&P 500 Index over the long term with
virtually the same level of volatility. The Series' foreign investments
generally reflect the weightings of foreign securities in the S&P 500 Index.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not
commenced operations as of the date of this prospectus.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. In managing the JNL/J.P. Morgan Enhanced
S&P 500 Index Series, the sub-adviser generally employs a three-step process:

(i) based on its in-house research, the sub-adviser takes an in-depth
look at company prospects over a relatively long period, often as much
as five years, rather than focusing on near-term expectations. This
approach is designed to provide insight into a company's real growth
potential.

(ii) the research findings allow the sub-adviser to rank the companies
in each industry group according to their relative value. These
valuation rankings are produced with the help of models that quantify
the research team's findings.

(iii) the sub-adviser buys and sells stocks for the Series according to
the policies of the Series based on the sub-adviser's research and
valuation rankings.

3
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In general, the sub-adviser buys stocks that it identifies as undervalued and
considers selling them when they appear overvalued. Along with attractive
valuation, the Series' sub-adviser may consider other criteria, such as:
catalysts that could trigger a rise in a stock's price; high potential reward
compared to potential risk; and temporary mispricings caused by market
overreactions. Under normal market conditions, the Series holds approximately
300 stocks and limits each stock's weight in the portfolio to be within +/- 1.0%
of its weight in the S&P 500 Index.

The Series may invest up to 100% of its assets in investment-grade, short-term
fixed-income securities during severe market downturns. Doing so may reduce the
potential for appreciation in the Series' portfolio. The Series generally avoids
short-term trading, except to take advantage of attractive or unexpected
opportunities or to meet demands generated by shareholder activity.
Active trading may increase transaction costs, which may reduce performance.

The Series may use derivative instruments, such as futures contracts, options,
forward currency contracts and swaps, for hedging and risk management, i.e., to
establish or adjust exposure to the equities market. These instruments are
subject to transaction costs and certain risks, such as unanticipated changes in
securities prices and global currency markets.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/J.P. Morgan
Enhanced S&P 500 Index Series is J.P. Morgan Investment Management Inc. (J.P.
Morgan), with principal offices at 522 Fifth Avenue, New York, New York 10036.
J.P. Morgan and its affiliates offer a wide range of services to governmental,
institutional, corporate and individual customers and act as investment adviser
to individual and institutional customers.

James C. Wiess, Vice President of J.P. Morgan, and Bernard Kroll, Vice President
of J.P. Morgan, share the responsibility for the day-to-day management of the
Series. Mr. Wiess has been at J.P. Morgan since 1992, Mr. Kroll since August of
1996. Prior to August of 1996, Mr. Kroll was an equity derivatives specialist at
Goldman Sachs & Co., founded his own options broker-dealer and managed several
derivatives businesses at Kidder, Peabody & Co. Mr. Wiess and Mr. Kroll have had
primary responsibility for the day-to-day management of the Series since the
inception of the Series.

4
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JNL/J.P. MORGAN INTERNATIONAL & EMERGING MARKETS SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/J.P. Morgan
International & Emerging Markets Series is to provide high total return from a
portfolio of equity securities of foreign companies in developed and, to a
lesser extent, developing markets.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stocks of non-U.S.
companies in developed markets. The Series also invests in the equity securities
of companies in developing countries or "emerging markets." The Series focuses
its emerging market investments in those countries which the sub-adviser
believes have strongly developing economies and in which the markets are
becoming more sophisticated.

o Market risk. Because the Series invests in stocks of foreign
companies, it is subject to stock market risk. Stock prices
typically fluctuate more than the values of other types of
securities, typically in response to changes in the particular
company's financial condition and factors affecting the market in
general. For example, unfavorable or unanticipated poor earnings
performance of the company may result in a decline in its stock's
price, and a broad-based market drop may also cause a stock's
price to fall.

o Emerging markets risk. The Series may invest a portion of its
assets in securities of issuers in emerging markets, which
involves greater risk. Emerging market countries typically have
economic and political systems that are less fully developed, and
likely to be less stable, than those of more advanced countries.
Emerging market countries may have policies that restrict
investment by foreigners, and there is a higher risk of a
government taking private property. Low or nonexistent trading
volume in securities of issuers in emerging markets may result in
a lack of liquidity and in price volatility. Issuers in emerging
markets typically are subject to a greater degree of change in
earnings and business prospects than are companies in developed
markets.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the U.S.
dollar value of the Series' foreign investments. Currency exchange
rates can be volatile and affected by a number of factors, such as
the general economics of a country, the actions of U.S. and
foreign governments or central banks, the imposition of currency
controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

5
<PAGE>
PERFORMANCE. The performance of the Series will vary from year to year. The
Series' performance figures will not reflect the deduction of any charges that
are imposed under a variable annuity contract. Those charges, which are
described in the variable annuity prospectus, will reduce the Series'
performance. As with all mutual funds, the Series' past performance does not
necessarily indicate how it will perform in the future.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/J.P. Morgan International &
Emerging Markets Series seeks to achieve its investment objective primarily
through its stock selection process. Using a variety of quantitative valuation
techniques and based on in-house research, the sub-adviser ranks issuers within
each industry group according to their relative value. The sub-adviser makes
investment decisions using the research and valuation ranking, as well as its
assessment of other factors, including: catalysts that could trigger a change in
a stock's price; potential reward compared to potential risk, and temporary
mispricings caused by market overreactions. The Series' country allocation and
industrial sector weightings result primarily from its stock selection decisions
and may vary significantly from the MSCI All Country World Index Free (ex-U.S.),
the Series' benchmark.

The sub-adviser considers "emerging markets" to be any country generally
considered to be an emerging or developing country by the World Bank, the
International Finance Corporation or the United Nations or its authorities. An
issuer in an emerging market is one that: (i) has its principal securities
trading market in an emerging market country; (ii) is organized under the laws
of an emerging market; (iii) derives 50% or more of its total revenue from
either goods produced, sales made or services performed in emerging markets; or
(iv) has at least 50% of its assets located in emerging markets.

Under normal market conditions, the Series may invest in money market
instruments to invest temporary cash balances or to maintain liquidity to meet
redemptions. The Series may also invest in money market instruments as a
temporary defensive measure when, in the sub-adviser's view, market conditions
are, or are anticipated to be, adverse. Doing so may reduce the potential for
appreciation in the Series' portfolio.

The sub-adviser manages the Series actively in pursuit of its investment
objective. Active trading may increase transaction costs, which may reduce
performance.

The Series may use derivative instruments, such as futures contracts, options
and forward currency contracts, for hedging and risk management. These
instruments are subject to transaction costs and certain risks, such as
unanticipated changes in interest rates, securities prices and global currency
markets.

The Series may invest in when-issued and delayed delivery securities. Actual
payment for and delivery of such securities does not take place until some time
in the future, i.e., beyond normal settlement. The purchase of these securities
will result in a loss if their value declines prior to the settlement date. This
could occur, for example, if interest rates increase prior to settlement.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/J.P. Morgan
International & Emerging Markets Series is J.P. Morgan Investment Management
Inc. (J.P. Morgan), with principal offices at 522 Fifth Avenue, New York, New
York 10036. J.P. Morgan and its affiliates offer a wide range of services to
governmental, institutional, corporate and individual customers and act as
investment adviser to individual and institutional customers.

6
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The Series has a portfolio management team that is responsible for the
day-to-day management of the Series. The portfolio management team is led by
Paul A. Quinsee, Managing Director of J.P. Morgan, Andrew C. Cormie, Vice
President of J.P. Morgan, and Nigel F. Emmett, Vice President of J.P. Morgan.
Mr. Quinsee has been at J.P. Morgan since 1992 and has been on the portfolio
management team since the inception of the Series. Mr. Cormie has been an
international equity portfolio manager since 1997 and employed by J.P. Morgan
since 1984. Mr. Emmett joined J.P. Morgan in August 1997; prior to that, he was
an assistant manager at Brown Brothers Harriman and Co. and a portfolio manager
at Gartmore Investment Management. Mr. Cormie and Mr. Emmett have been on the
portfolio management team for the Series since the inception of the Series.

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JNL/JANUS AGGRESSIVE GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/Janus Aggressive
Growth Series is long-term growth of capital.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stocks of U.S. and
foreign companies selected for their growth potential. The Series may invest in
companies of any size, from larger, well-established companies to smaller,
emerging growth companies. The Series may invest to a lesser degree in other
types of securities, including preferred stock, warrants, convertible securities
and debt securities.

For bonds, market risk generally reflects credit risk and interest
rate risk. Credit risk is the actual or perceived risk that the
issuer of the bond will not pay the interest and principal
payments when due. Bond value typically declines if the issuer's
credit quality deteriorates. Interest rate risk is the risk that
interest rates will rise and the value of bonds, including those
held by the Series, will fall. A broad-based market drop may also
cause a bond's price to fall.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

PERFORMANCE. The bar chart and table below show the past performance of the
Series' shares. The chart presents the annual returns since these shares were
first offered and shows how performance has varied from year to year. The table
shows the Series' average annual returns and compares them to the market
indicators listed. Both the chart and the table assume reinvestment of dividends
and distributions. The Series' returns shown in the chart and table below do not
reflect the deduction of any charges that are imposed under a variable annuity
contract. Those charges, which are described in the variable annuity prospectus,
will reduce the Series' performance. As with all mutual funds, the Series' past
performance does not necessarily indicate how it will perform in the future.

8
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Year-By-Year Returns as of December 31

18.95% 12.67% 57.66%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
29.79% (4th quarter of 1998) and its lowest quarterly return was -6.56% (3rd
quarter of 1998).

Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------

JNL/Janus Aggressive Growth Series ............... 57.66% 30.36%
S&P 500 Index .................................... 28.58% 28.63%

The S&P 500 Index is a broad-based, unmanaged index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/Janus Aggressive Growth Series
invests primarily in common stocks when the sub-adviser believes that the
relevant market environment favors profitable investing in those securities. The
sub-adviser seeks to identify individual companies with earnings growth
potential that may not be recognized by the market. The sub-adviser selects
securities for their capital growth potential; investment income is not a
consideration. When the sub-adviser believes that market conditions are not
favorable for profitable investing or when the sub-adviser is otherwise unable
to locate favorable investment opportunities, the Series may hedge its
investments to a greater degree and/or increase its position in cash or similar
investments. Doing so may reduce the potential for appreciation in the Series'
portfolio.

The Series may invest in "special situations" from time to time. A special
situation arises when, in the opinion of the sub-adviser, the securities of a
particular issuer will be recognized and appreciate in value due to a specific
development with respect to that issuer. Developments creating special
situations might include, among others, a new product or process, a
technological breakthrough, a management change or other extraordinary corporate
event, or differences in market supply of and demand for the security.
Investment in special situations may carry an additional risk of loss in the
event that the anticipated development does not occur or does not attract the
expected attention. The impact of this strategy on the Series will depend on the
Series' size and the extent of its holdings of special situation issuers
relative to total net assets.

The Series may use derivative instruments, such as futures contracts, options,
and forward currency contracts, for hedging or as a means of enhancing return.
These instruments are subject to transaction costs and certain risks, such as
unanticipated changes in interest rates, securities prices and global currency
markets.

9
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The Series may invest in high-yield, high-risk, fixed-income securities,
commonly known as "junk bonds." These are corporate debt securities rated BBB or
lower by S&P or Baa or lower by Moody's, or unrated securities deemed by the
sub-adviser to be on comparable quality. Lower-rated securities generally
involve a higher risk of default than higher-rated ones.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/Janus
Aggressive Growth Series is Janus Capital Corporation (Janus Capital), with
principal offices at 100 Fillmore Street, Denver, Colorado 80206. Janus Capital
provides investment advisory services to mutual funds and other institutional
accounts.

Warren B. Lammert, Portfolio Manager of Janus Capital, is responsible for the
day-to-day management of the Series. Mr. Lammert joined Janus Capital in 1987.
He holds a Bachelor of Arts in Economics from Yale University and a Master of
Science in Economic History from the London School of Economics. He is a
Chartered Financial Analyst. Mr. Lammert has had responsibility for the
day-to-day management of the Series since the inception of the Series.

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JNL/JANUS GLOBAL EQUITIES SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/Janus Global Equities
Series is long-term growth of capital in a manner consistent with the
preservation of capital.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stocks of foreign and
domestic issuers. The Series may invest to a lesser degree in other types of
securities, including preferred stock, warrants, convertible securities, and
debt securities, such as corporate bonds. The Series can invest on a worldwide
basis in companies and other organizations of any size, regardless of country of
organization or place of principal business activity, as well as domestic and
foreign governments, government agencies and other governmental entities. The
Series normally invests in securities of issuers from at least five different
countries, including the United States, although it may invest in fewer than
five countries.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by the Series, will fall. A broad-based
market drop may also cause a bond's price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities. To the
extent that the Series invests in bonds issued by a foreign
government, the Series may have limited legal recourse in the
event of default. Political conditions, especially a country's
willingness to meet the terms of its debt obligations, can create
special risks.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

11
<PAGE>
PERFORMANCE. The bar chart and table below show the past performance of the
Series' shares. The chart presents the annual returns since these shares were
first offered and shows how performance has varied from year to year. The table
shows the Series' average annual returns and compares them to the market
indicators listed. Both the chart and the table assume reinvestment of dividends
and distributions. The Series' returns shown in the chart and table below do not
reflect the deduction of any charges that are imposed under a variable annuity
contract. Those charges, which are described in the variable annuity prospectus,
will reduce the Series' performance. As with all mutual funds, the Series' past
performance does not necessarily indicate how it will perform in the future.

Year-By-Year Returns as of December 31

31.36% 19.12% 26.87%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
20.52% (4th quarter of 1998) and its lowest quarterly return was -16.93% (3rd
quarter of 1998).

Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------

JNL/Janus Global Equities Series ................... 26.87% 29.59%
Morgan Stanley Capital International World Index ... 22.78% 16.53%

The Morgan Stanley Capital International World Index is a broad-based, unmanaged
index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/Janus Global Equities Series
invests primarily in common stocks of foreign and domestic companies and, to a
lesser degree, other types of securities, such as bonds and other debt
securities. The sub-adviser seeks to identify individual companies with earnings
growth potential that may not be recognized by the market at large. The
sub-adviser selects securities for their capital growth potential; investment
income is not a consideration. When the sub-adviser believes that market
conditions are not favorable for profitable investing or when the sub-adviser is
otherwise unable to locate favorable investment opportunities, the Series may
hedge its investments to a greater degree and/or increase its position in cash
or similar investments. Doing so may reduce the potential for appreciation in
the Series' portfolio.

The Series may invest in "special situations" from time to time. A special
situation arises when, in the opinion of the sub-adviser, the securities of a
particular issuer will be recognized and appreciate in value due to a specific
development with respect to that issuer. Developments creating special
situations might include, among others, a new product or process, a
technological breakthrough, a management change or other extraordinary corporate
event, or differences in market supply of and demand for the security.
Investments in special situations may carry an additional risk of loss in the
event that the anticipated development does not occur or does not attract the
expected attention. The impact of this strategy on the Series will depend on the
Series' size and the extent of its holdings of special situation issuers
relative to total net assets.

12
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The Series may use derivative instruments, such as futures contracts, options,
and forward currency contracts, for hedging or as a means of enhancing return.
These instruments are subject to transaction costs and certain risks, such as
unanticipated changes in interest rates, securities prices and global currency
markets.

The Series may invest in high-yield, high-risk fixed-income securities, commonly
known as "junk bonds." These are corporate debt securities rated BBB or lower by
S&P or Baa or lower by Moody's, or unrated securities deemed by the sub-adviser
to be of comparable quality. Lower-rated securities generally involve a higher
risk of default, and may fluctuate more in value than higher-rated securities.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/Janus
Global Equities Series is Janus Capital Corporation (Janus Capital), with
principal offices at 100 Fillmore Street, Denver, Colorado 80206. Janus Capital
provides investment advisory services to mutual funds and other institutional
accounts.

Helen Young Hayes, Portfolio Manager of Janus Capital, is responsible for the
day-to-day management of the Series. Ms. Hayes joined Janus Capital in 1987. She
holds a Bachelor of Arts in Economics from Yale University and is a Chartered
Financial Analyst. Ms. Hayes has had responsibility for the day-to-day
management of the Series since the inception of the Series.

13
<PAGE>
JNL/PIMCO TOTAL RETURN BOND SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/PIMCO Total Return
Bond Series is to realize maximum total return, consistent with the preservation
of capital and prudent investment management.

PRINCIPAL INVESTMENT STRATEGIES. The Series attempts to achieve its objective by
investing primarily in a diversified portfolio of investment-grade fixed-income
securities of U.S. and foreign issuers such as government, corporate, mortgage-
and other asset-backed securities and cash equivalents.

The average duration of the Series typically ranges between three and six years,
although the maturities of the securities it holds may vary. The Series' foreign
investments will primarily be in securities of issuers based in developed
countries, although it may invest in securities of issuers in emerging market
countries. A significant portion of the Series' foreign holdings may be
denominated in foreign currencies. The Series may buy and sell foreign currency
and foreign currency contracts, and invest in options, futures contracts, swap
agreements, and other indexed instruments. The Series may enter into a series of
purchase or sale contracts or use other investment techniques to obtain market
exposure or to hedge against changes in foreign currency exchange rates,
interest rates or securities prices.

o Market risk. Because the Series invests in securities of U.S. and
foreign issuers, it is subject to market risk. For bonds, market
risk generally reflects credit risk and interest rate risk.
Credit risk is the actual or perceived risk that the issuer of
the bond will not pay the interest and principal payments when
due. Bond value typically declines if the issuer's credit quality
deteriorates. Interest rate risk is the risk that interest rates
will rise and the value of bonds, including those held by the
Series, will fall. A broad-based market drop may also cause a
bond's price to fall.

o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities. To the
extent that the Series invests in bonds issued by a foreign
government, the Series may have limited legal recourse in the
event of default. Political conditions, especially a country's
willingness to meet the terms of its debt obligations, can create
special risks.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

14
<PAGE>
o Derivatives risk. Investing in derivative instruments, such as
options, futures contracts, forward currency contracts, indexed
securities and asset-backed securities, involves special risks.
The value of derivatives may rise or fall more rapidly than other
investments, which may increase the volatility of the Series
depending on the nature and extent of the derivatives in the
Series' portfolio. If the sub-adviser uses derivatives in
attempting to manage or "hedge" the overall risk of the
portfolio, the strategy might not be successful, for example, due
to changes in the value of the derivatives that do not correlate
with prices movements in the rest of the portfolio.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Series seeks to consistently add value
relative to the Lehman Brothers Aggregate Bond Index, while keeping risk equal
to or less than that index. In managing the Series, the sub-adviser generally
makes investment decisions based on its view of longer-term (three- to
five-year) trends and non-economic factors that may affect interest rates, while
seeking to maintain a portfolio duration that approximates that of the Lehman
Brothers Aggregate Bond Index.

The Series may invest in a wide variety of taxable fixed-income securities,
including convertible securities, fixed- and floating-rate loans and loan
participations. The Series may also invest in repurchase agreements, reverse
repurchase agreements, and dollar rolls. The Series may invest all of its assets
in derivative instruments, such as options, futures contracts or swap
agreements. The Series may invest all of its assets in mortgage- or other
asset-backed securities, zero coupon bonds or strips.

The Series may invest in high-yeild, high-risk, fixed-income securities,
commonly known as "junk bonds." These are corporate debt securities rated BBB or
lower by S&P or Baa or lower by Moody's, or unrated securities deemed by the
sub-adviser to be on comparable quality. Lower-rated securities generally
involve a higher risk of default than higher-rated ones.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/PIMCO Total
Return Bond Series is Pacific Investment Management Company (PIMCO), located at
840 Newport Center Drive, Suite 300, Newport Beach, California 92660. PIMCO is
an investment counseling firm founded in 1971.

William H. Gross, Managing Director of PIMCO, is responsible for the day-to-day
management of the Series. A Fixed Income Portfolio Manager, Mr. Gross is one of
the founders of PIMCO. Mr. Gross has had responsibility for the day-to-day
management of the Series since the inception of the Series.

15
<PAGE>
JNL/PUTNAM GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/Putnam Growth Series
is long-term capital growth.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stock of domestic,
large-capitalization companies. However, the Series may also invest in preferred
stocks, bonds, convertible preferred stock and convertible debentures if the
sub-adviser believes that they offer the potential for capital appreciation. The
Series may invest a portion of its assets in foreign securities.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by the Series, will fall. A broad-based
market drop may also cause a bond's price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

16
<PAGE>
Year-By-Year Returns as of December 31

26.81% 21.88% 34.93%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
24.99% (4th quarter of 1998) and its lowest quarterly return was -12.00% (3rd
quarter of 1998).

Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------

JNL/Putnam Growth Series ..................... 34.93% 30.82%
S&P 500 Index ................................ 28.58% 28.63%

The S&P 500 Index is a broad-based, unmanaged index.

* The Series began operations on May 15, 1995. Prior to May 1, 1997, the Series
was managed by Phoenix Investment Counsel, Inc.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/Putnam Growth Series invests
primarily in the equity securities of domestic, large capitalization companies.
However, the Series may invest any amount or proportion of its assets in any
class or type of security believed by the sub-adviser to offer potential for
capital appreciation over both the intermediate and long term.

The Series may use derivative instruments, such as financial futures contracts
and options, for hedging and risk management. These instruments are subject to
transaction costs and certain risks, such as unanticipated changes in interest
rates, securities prices and global currency markets.

For temporary, defensive purposes, when the sub-adviser believes other types of
investments are advantageous on the basis both of risk and protection of capital
values, the Series may invest in fixed-income securities with or without
warrants or conversion features and may retain cash, or invest up to all of its
assets in cash equivalents. Taking a defensive position may reduce the potential
for appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/Putnam
Growth Series is Putnam Investment Management, Inc. (Putnam), located at One
Post Office Square, Boston, Massachusetts 02109. Putnam has been managing mutual
funds since 1937.

C. Beth Cotner has responsibility for the day-to-day management of the Series.
Ms. Cotner, Senior Vice President, has been employed as a Senior Portfolio
Manager by Putnam since September 1995. Prior to that, Ms. Cotner was Executive
Vice President of Kemper Financial Services. Ms. Cotner has had responsibility
for the day-to-day management of the Series since May 1, 1997.

17
<PAGE>
JNL/PUTNAM VALUE EQUITY SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/Putnam Value Equity
Series is capital growth, with income as a secondary objective.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing primarily in a diversified portfolio of equity securities of domestic,
large-capitalization companies. For this purpose, equity securities include
common stocks, securities convertible into common stock and securities with
common stock characteristics, such as rights and warrants. The Series considers
a large-capitalization company to be one that, at the time its securities are
acquired by the Series, has a market capitalization of $2 billion or greater.

o Market risk. Because the Series invests in the equity securities
of U.S. and foreign companies, it is subject to stock market
risk. Stock prices typically fluctuate more than the values of
other types of securities, typically in response to changes in
the particular company's financial condition and factors
affecting the market in general. For example, unfavorable or
unanticipated poor earnings performance of the company may result
in a decline in its stock's price, and a broad-based market drop
may also cause a stock's price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

18
<PAGE>
Year-By-Year Returns as of December 31

24.33% 21.82% 12.48%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
16.64% (4th quarter of 1998) and its lowest quarterly return was -11.03% (3rd
quarter of 1998).

Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------

JNL/Putnam Value Equity Series ................... 12.48% 22.46%
S&P 500 Index .................................... 28.58% 28.63%

The S&P 500 Index is a broad-based, unmanaged index.

* The Series began operations on May 15, 1995. Prior to May 1, 1997, the Series
was managed by PPM America, Inc.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/Putnam Value Equity Series invests
primarily in equity securities of domestic, large-capitalization companies. The
sub-adviser typically selects companies whose stocks have distinctly
above-average dividend yields and market prices that it believes are undervalued
relative to the normal earning power of the company. Under this approach, the
sub-adviser seeks to identify investments where current investor enthusiasm is
low, as reflected in their valuations. The sub-adviser typically reduces the
Series' exposure to a company when its stock price approaches, in the
sub-adviser's judgment, fair valuation.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/Putnam
Value Equity Series is Putnam Investment Management, Inc. (Putnam), located at
One Post Office Square, Boston, Massachusetts 02109. Putnam has been managing
mutual funds since 1937.

Anthony I. Kreisel a Managing Director of Putnam, has responsibility for the
day-to-day management of the Series. Mr. Kreisel has been an investment
professional at Putnam since 1986. Mr. Kreisel has had responsibility for the
day-to-day management of the Series since May 1, 1997.

19
<PAGE>
JNL/S&P CONSERVATIVE GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/S&P Conservative
Growth Series is capital growth and current income.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing in a diversified group of other Series of the Trust (Underlying
Series). The Underlying Series in which the JNL/S&P Conservative Growth Series
may invest are the JNL/Alliance Growth Series, JNL/J.P. Morgan Enhanced S&P 500
Index Series, JNL/J.P. Morgan International & Emerging Markets Series, JNL/Janus
Aggressive Growth Series, JNL/Janus Global Equities Series, JNL/PIMCO Total
Return Bond Series, JNL/Putnam Growth Series, JNL/Putnam Value Equity Series,
Goldman Sachs/JNL Growth & Income Series, Lazard/JNL Small Cap Value Series,
Lazard/JNL Mid Cap Value Series, PPM America/JNL Money Market Series, Salomon
Brothers/JNL Balanced Series, Salomon Brothers/JNL Global Bond Series, Salomon
Brothers/JNL High Yield Bond Series, T. Rowe Price/JNL International Equity
Investment Series, and T. Rowe Price/JNL Mid-Cap Growth Series.

The Series seeks to achieve capital growth through its investments in Underlying
Series that invest primarily in equity securities. These investments may include
Underlying Series that invest in stocks of large established companies as well
as those that invest in stocks of smaller companies with above-average growth
potential.

The Series seeks to achieve current income through its investments in Underlying
Series that invest primarily in fixed-income securities. These investments may
include Underlying Series that invest exclusively in bonds of U.S. corporate and
government issuers and Underlying Series that invest exclusively in
investment-grade securities.

Under normal circumstances, the Series allocates approximately 50% to 75% of its
assets to Underlying Series that invest primarily in equity securities, 15% to
50% to Underlying Series that invest primarily in fixed-income securities and 0%
to 20% to Underlying Securities that invest primarily in money market funds.
Within these asset classes, the Series remains flexible with respect to the
percentage it will allocate among particular Underlying Series.

PRINCIPAL RISKS OF INVESTING IN THE SERIES. An investment in the Series is not
guaranteed. As with any mutual fund, the value of the Series' shares will change
and you could lose money by investing in the Series. Since the Series
concentrates its investments in shares of the Underlying Series, its performance
is directly related to the ability of the Underlying Series to meet their
respective investment objectives, as well as the sub-adviser's allocation among
the Underlying Series. Accordingly, a variety of factors may influence its
performance, such as:

o Market risk. Because the Series invests indirectly in stocks of
U.S. and foreign companies, it is subject to stock market risk.
Stock prices typically fluctuate more than the values of other
types of securities, typically in response to changes in the
particular company's financial condition and factors affecting
the market in general. For example, unfavorable or unanticipated
poor earnings performance of the company may result in a decline
in its stock's price, and a broad-based market drop may also
cause a stock's price to fall.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by an Underlying Series, will fall. A
broad-based market drop may also cause a bond's price to fall.

20
<PAGE>
o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause an Underlying Series' performance
to fluctuate more than if it held only U.S. securities. To the
extent that an Underlying Series invests in bonds issued by a
foreign government, that Series may have limited legal recourse
in the event of default. Political conditions, especially a
country's willingness to meet the terms of its debt obligations,
can create special risks.

o Emerging markets risk. The Series may invest a portion of its
assets in one or more Underlying Series that hold securities of
issuers in emerging markets, which involves greater risk.
Emerging market countries typically have economic and political
systems that are less fully developed, and likely to be less
stable, than those of more advanced countries. Emerging market
countries may have policies that restrict investment by
foreigners, and there is a higher risk of a government taking
private property. Low or nonexistent trading volume in securities
of issuers in emerging markets may result in a lack of liquidity
and in price volatility. Issuers in emerging markets typically
are subject to a greater degree of change in earnings and
business prospects than are companies in developed markets.

o Currency risk. The value of an Underlying Series' shares may
change as a result of changes in exchange rates reducing the
value of the U.S. dollar value of the Series' foreign
investments. Currency exchange rates can be volatile and affected
by a number of factors, such as the general economics of a
country, the actions of U.S. and foreign governments or central
banks, the imposition of currency controls, and speculation.

o Non-diversification. The Series is "non-diversified" as such term
is defined in the Investment Company Act of 1940, as amended,
which means that more than 5%, but not more than 25%, of its
total assets may be invested in securities of any one issuer.
Thus, the Series may hold a smaller number of issuers than if it
were "diversified." With a smaller number of different issuers,
the Series is subject to more risk than another fund holding a
larger number of issuers, since changes in the financial
condition or market status of a single issuer may cause greater
fluctuation in the Series' total return and share price.

Because the Series invests exclusively in other series of the Trust, you should
look elsewhere in this prospectus for the particular information about those
series. As a shareholder of an Underlying Series, the Series will bear its pro
rata share of the expenses of that Underlying Series, which could result in
duplication of certain fees, including management and administration fees.

21
<PAGE>
Performance for the Series has not been included because the Series had not
commenced operations as of the date of this prospectus.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/S&P Conservative Growth Series may
invest up to 100% of its assets in cash or cash equivalents when the sub-adviser
believes that a temporary defensive position is desirable. Doing so may reduce
the potential for appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/S&P
Conservative Growth Series is Standard & Poor's Investment Advisory Services,
Inc. (SPIAS), located at 25 Broadway, New York, New York 10004. SPIAS was
established in 1995 to provide investment advice to the financial community.
SPIAS operates independently of and has no access to analysis or other
information supplied or obtained by Standard & Poor's Ratings Services in
connection with its ratings business, except to the extent such information is
made available by Standard & Poor's Ratings Services to the general public.

David M. Blitzer and Joshua M. Harari, CFA, share the primary responsibility for
the day-to-day management of the Series. Mr. Blitzer has been Vice President of
SPIAS since 1995 and has been an economist with Standard & Poor's Equity
Services Group (which operates independently of Standard & Poor's Ratings
Services) since 1982. Mr. Blitzer has had responsibility for the day-to-day
management of the Series since the inception of the Series. Mr. Harari has been
a senior investment officer with the Quantitative Services department of
Standard & Poor's Financial Information Services since 1998. Since joining
Standard & Poor's in 1986, Mr. Harari served as an equity analyst and supervisor
of industrial analysts with Standard & Poor's Equity Services Group. Mr. Harari
has had responsibility for the day-to-day management of the Series since the
inception of the Series.

22
<PAGE>
JNL/S&P MODERATE GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/S&P Moderate Growth
Series is capital growth. Current income is a secondary objective.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing in a diversified group of other Series of the Trust (Underlying
Series). The Underlying Series in which the JNL/S&P Moderate Growth Series may
invest are the JNL/Alliance Growth Series, JNL/J.P. Morgan Enhanced S&P 500
Index Series, JNL/J.P. Morgan International & Emerging Markets Series, JNL/Janus
Aggressive Growth Series, JNL/Janus Global Equities Series, JNL/PIMCO Total
Return Bond Series, JNL/Putnam Growth Series, JNL/Putnam Value Equity Series,
Goldman Sachs/JNL Growth & Income Series, Lazard/JNL Small Cap Value Series,
Lazard/JNL Mid Cap Value Series, PPM America/JNL Money Market Series, Salomon
Brothers/JNL Balanced Series, Salomon Brothers/JNL Global Bond Series, Salomon
Brothers/JNL High Yield Bond Series, T. Rowe Price/JNL International Equity
Investment Series, and T. Rowe Price/JNL Mid-Cap Growth Series.

The Series seeks to achieve capital growth through its investments in Underlying
Series that invest primarily in equity securities. These investments may include
Series that invest in stocks of large established companies as well as those
that invest in stocks of smaller companies with above-average growth potential.

The Series seeks to achieve current income through its investment in Underlying
Series that invest primarily in fixed-income securities. These investments may
include Underlying Series that invest exclusively in bonds of U.S. corporate and
government issuers and Underlying Series that invest exclusively in
investment-grade securities.

Under normal circumstances, the Series allocates approximately 60% to 80% of its
assets to Underlying Series that invest primarily in equity securities and 20%
to 40% to Underlying Series that invest primarily in fixed-income securities.
Within these asset classes, the Series remains flexible with respect to the
percentage it will allocate among particular Underlying Series.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by an Underlying Series, will fall. A
broad-based market drop may also cause a bond's price to fall.

23
<PAGE>
o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause an Underlying Series' performance
to fluctuate more than if it held only U.S. securities.

o Emerging markets risk. The Series may invest a portion of its
assets in one or more Underlying Series that hold securities of
issuers in emerging markets, which involves greater risk.
Emerging market countries typically have economic and political
systems that are less fully developed, and likely to be less
stable, than those of more advanced countries. Emerging market
countries may have policies that restrict investment by
foreigners, and there is a higher risk of a government taking
private property. Low or nonexistent trading volume in securities
of issuers in emerging markets may result in a lack of liquidity
and in price volatility. Issuers in emerging market typically are
subject to a greater degree of change in earnings and business
prospects than are companies in developed markets.

Performance for the Series has not been included because the Series had not
commenced operations as of the date of this prospectus.

24
<PAGE>
ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/S&P Moderate Growth Series may
invest up to 100% of its assets in cash or cash equivalents when the sub-adviser
believes that a temporary defensive position is desirable. Doing so may reduce
the potential appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/S&P
Moderate Growth Series is Standard & Poor's Investment Advisory Services, Inc.
(SPIAS), located at 25 Broadway, New York, New York 10004. SPIAS was established
in 1995 to provide investment advice to the financial community. SPIAS operates
independently of and has no access to analysis or other information supplied or
obtained by Standard & Poor's Ratings Services in connection with its ratings
business, except to the extent such information is made available by Standard &
Poor's Ratings Services to the general public.

25
<PAGE>
JNL/S&P AGGRESSIVE GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the JNL/S&P Aggressive Growth
Series is capital growth. Current income is a secondary objective.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing in a diversified group of other Series of the Trust (Underlying
Series). The Underlying Series in which the JNL/S&P Aggressive Growth Series may
invest are the JNL/Alliance Growth Series, JNL/J.P. Morgan Enhanced S&P 500
Index Series, JNL/J.P. Morgan International & Emerging Markets Series, JNL/Janus
Aggressive Growth Series, JNL/Janus Global Equities Series, JNL/PIMCO Total
Return Bond Series, JNL/Putnam Growth Series, JNL/Putnam Value Equity Series,
Goldman Sachs/JNL Growth & Income Series, Lazard/JNL Small Cap Value Series,
Lazard/JNL Mid Cap Value Series, PPM America/JNL Money Market Series, Salomon
Brothers/JNL Balanced Series, Salomon Brothers/JNL Global Bond Series, Salomon
Brothers/JNL High Yield Bond Series, T. Rowe Price/JNL International Equity
Investment Series, and T. Rowe Price/JNL Mid-Cap Growth Series.

Under normal circumstances, the Series allocates 75% to 100% of its assets to
Underlying Series that invest primarily in equity securities and 0% to 25% to
Underlying Series that invest primarily in fixed-income securities. Within these
asset classes, the Series remains flexible with respect to the percentage it
will allocate among particular Underlying Series.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by an Underlying Series, will fall. A
broad-based market drop may also cause a bond's price to fall.

26
<PAGE>
o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause an Underlying Series' performance
to fluctuate more than if it held only U.S. securities.

o Emerging markets risk. The Series may invest a portion of its
assets in one or more Underlying Series that hold securities of
issuers in emerging markets, which involves greater risk.
Emerging market countries typically have economic and political
systems that are less fully developed, and likely to be less
stable, than those of more advanced countries. Emerging market
countries may have policies that restrict investment by
foreigners, and there is a higher risk of a government taking
private property. Low or nonexistent trading volume in securities
of issuers in emerging markets may result in a lack of liquidity
and in price volatility. Issuers in emerging market typically are
subject to a greater degree of change in earnings and business
prospects than are companies in developed markets.

Performance for the Series has not been included because the Series had not
commenced operations as of the date of this prospectus.

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<PAGE>
ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The JNL/S&P Aggressive Growth Series may
invest up to 100% of its assets in cash or cash equivalents when the sub-adviser
believes that a temporary defensive position is desirable. Doing so may reduce
the potential for appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the JNL/S&P
Aggressive Growth Series is Standard & Poor's Investment Advisory Services, Inc.
(SPIAS), located at 25 Broadway, New York, New York 10004. SPIAS was established
in 1995 to provide investment advice to the financial community. SPIAS operates
independently of and has no access to analysis or other information supplied or
obtained by Standard & Poor's Ratings Services in connection with its ratings
business, except to the extent such information is made available by Standard &
Poor's Ratings Services to the general public.

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GOLDMAN SACHS/JNL GROWTH & INCOME SERIES

INVESTMENT OBJECTIVE. The investment objectives of the Goldman Sachs/JNL Growth
& Income Series are long-term growth of capital and growth of income.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing primarily in a diversified portfolio of equity securities of domestic
large-capitalization companies that the sub-adviser believes to have favorable
prospects for capital appreciation and/or dividend-paying ability. The Series
may also invest in fixed-income securities (typically of investment grade) that
offer the potential to further the Series' investment objectives. The Series may
invest in foreign securities, including securities of issuers in emerging
markets and securities quoted in foreign currencies.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by the Series, will fall. A broad-based
market drop may also cause a bond's price to fall.

o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities. To the
extent that the Series invests in bonds issued by a foreign
government, the Series may have limited legal recourse in the
event of default. Political conditions, especially a country's
willingness to meet the terms of its debt obligations, can create
special risks.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

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<PAGE>
o Emerging markets risk. The Series may invest a portion of its
assets securities of issuers in emerging markets, which involves
greater risk. Emerging market countries typically have economic
and political systems that are less fully developed, and likely
to be less stable, than those of more advanced countries.
Emerging market countries may have policies that restrict
investment by foreigners, and there is a higher risk of a
government taking private property. Low or nonexistent trading
volume in securities of issuers in emerging markets may result in
a lack of liquidity and in price volatility. Issuers in emerging
markets typically are subject to a greater degree of change in
earnings and business prospects than are companies in developed
markets.

o Derivatives risk. Investing in derivative instruments, such as
options, futures contracts, forward currency contracts, indexed
securities and asset-backed securities, involves special risks.
The value of derivatives may rise or fall more rapidly than other
investments, which may increase the volatility of the Series
depending on the nature and extent of the derivatives in the
Series' portfolio. If the sub-adviser uses derivatives in
attempting to manage or "hedge" the overall risk of the
portfolio, the strategy might not be successful, for example, due
to changes in the value of the derivatives that do not correlate
with prices movements in the rest of the portfolio.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Goldman Sachs/JNL Growth & Income
Series invests primarily in equity securities of companies which the sub-adviser
believes are underpriced relative to a combination of such factors as the
company's long-term earnings, growth rate, free cash flow and/or dividend paying
ability.

The sub-adviser gives consideration to the business quality of the issuer.
Factors affecting the sub-adviser's view of that quality include the
competitiveness and degree of regulation in the markets in which the company
operates, the existence of a management team with a record of success, the
position of the company in the markets in which it operates, the level of the
company's financial leverage and the sustainable return on capital invested in
the business. The Series may also purchase securities of companies that have
experienced difficulties and that, in the opinion of the sub-adviser, are
available at attractive prices.

The sub-adviser uses firsthand fundamental research in choosing the Series'
securities and applies macro analysis of numerous economic and valuation
variables to anticipate changes in company earnings and the overall investment
climate. The sub-adviser draws on the research and market expertise of its
affiliates as well as information provided by other securities dealers. In
general, the sub-adviser sells equity securities held by the Series when it
believes that the market price fully reflects or exceeds the securities'
fundamental valuation or when it identifies other, more attractive investments.

The Series may invest up to 10% of its total assets in debt securities which are
unrated or rated in the lowest rating categories by S&P or Moody's. These
lower-rated bonds are commonly referred to as junk bonds. Lower-rated securities
generally involve a higher risk of default than higher-rated ones and a
potentially greater risk of illiquidity.

30
<PAGE>
The Series may use derivative instruments, such as futures contracts, options
and forward currency contracts, for hedging or as a means of enhancing return.
These instruments are subject to transaction costs and certain risks, such as
unanticipated changes in interest rates, securities prices and global currency
markets.

For temporary, defensive purposes, the Series may invest up to 100% of its
assets in U.S. Government securities, repurchase agreements collateralized by
U.S. Government securities, high-grade commercial paper, certificates of
deposit, bankers' acceptances, repurchase agreements, non-convertible preferred
stocks, non-convertible corporate bonds with a remaining maturity of less than
one year, or subject to certain tax restrictions, foreign currencies. Taking a
defensive position may reduce the potential for appreciation of the Series'
portfolio or for growth of income.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Goldman
Sachs/JNL Growth & Income Series is Goldman Sachs Asset Management (GSAM), One
New York Plaza, New York, New York 10004. GSAM is a separate operating division
of Goldman, Sachs & Co., which registered as an investment adviser in 1981. The
Goldman Sachs Group, L.P., which controls GSAM, announced that it will pursue an
initial public offering of the firm in the late spring or early summer of 1999.
Simultaneously with the offering, the Goldman Sachs Group, L.P. will merge into
The Goldman Sachs Group, Inc. GSAM provides a wide range of fully discretionary
investment advisory services including quantitatively driven and actively
managed U.S. and international equity portfolios, U.S. and global fixed income
portfolios, commodity and currency products, and money markets.

Paul D. Farrell, Managing Director of GSAM, and Karma Wilson, Vice President of
GSAM, share the responsibility for the day-to-day management of the Goldman
Sachs/JNL Growth & Income Series. Mr. Farrell joined GSAM in 1991. In 1998, he
became responsible for managing GSAM's Value team. Ms. Wilson joined Goldman
Sachs in 1994. Prior to 1994, she was an investment analyst with Bankers Trust
Australia Ltd. Mr. Farrell has had responsibility for the day-to-day management
of the Series since January 1999. Ms. Wilson has responsibility for the
day-to-day management of the Series since September 1998.

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LAZARD/JNL MID CAP VALUE SERIES

INVESTMENT OBJECTIVE. The investment objective of the Lazard/JNL Mid Cap Value
Series is capital appreciation.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a non-diversified portfolio of equity securities of U.S.
companies with market capitalizations in the range of companies represented in
the Russell Mid Cap Index and that the sub-adviser believes are undervalued
based on their return on equity. The Russell Mid Cap Index is composed of
selected common stocks of medium-size U.S. companies. The Series' equity
holdings consist primarily of common stocks but may also include preferred
stocks, securities convertible into or exchangeable for common stocks, rights
and warrants, real estate investment trusts and American and Global Depositary
Receipts.

o Market risk. Because the Series invests primarily in equity
securities of U.S. companies, it is subject to stock market risk.
Stock prices typically fluctuate more than the values of other
types of securities, typically in response to changes in the
particular company's financial condition and factors affecting
the market in general. For example, unfavorable or unanticipated
poor earnings performance of the company may result in a decline
in its stock's price, and a broad-based market drop may also
cause a stock's price to fall.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Lazard/JNL Mid Cap Value Series invests
primarily in the equity securities of undervalued medium-size U.S. companies. To
the extent its assets are not invested in such securities, the Series may invest
in the equity securities of larger capitalization companies or investment grade
fixed-income securities. In searching for undervalued medium capitalization
stocks, the sub-adviser uses a stock-selection process based primarily on
analysis of historical financial data, with little emphasis placed on
forecasting future earnings or events.

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<PAGE>
The sub-adviser does not automatically sell a security if its market
capitalization grows or falls outside the range of companies in the Russell
Midcap Index. The sub-adviser may sell a security for any of the following
reasons:

o its price rises to a level where it no longer reflects value
(target valuation);

o the underlying investment assumptions are no longer valid;

o company management changes their direction; or

o external events occur (e.g., changes in regulation, taxes and
competitive position).

The Series may use derivative instruments, such as options and futures contracts
and forward currency contracts, for hedging or to enhance return. These
instruments are subject to transaction costs and certain risks, such as
unanticipated changes in securities prices.

For temporary, defensive purposes, the Series may invest up to all of its assets
in larger capitalization companies, cash and short-term money market
instruments. Taking a defensive position may reduce the potential for
appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Lazard/JNL Mid
Cap Value Series is Lazard Asset Management (Lazard), 30 Rockefeller Plaza, New
York, New York 10112. Lazard is a division of Lazard Freres & Co. LLC (Lazard
Freres), a New York limited liability company, which provides its clients with a
wide variety of investment banking, brokerage and related services. Lazard and
its affiliates provide investment management services to client discretionary
accounts of both individuals and institutions.

Herbert W. Gullquist and Eileen Alexanderson share primary responsibility for
the day-to-day management of the Series. Mr. Gullquist has been with Lazard
since 1982. He is a Managing Director and a Vice-Chairman of Lazard Freres, and
is the Chief Investment Officer of Lazard. Mr. Gullquist is responsible for
monitoring all investment activity to ensure adherence to Lazard's investment
philosophy and guidelines. Ms. Alexanderson has been with Lazard since 1979. She
has been a Managing Director of Lazard Freres since January 1997; prior thereto,
Ms. Alexanderson was a Senior Vice President of Lazard. Ms. Alexanderson is
responsible for U.S./global equity management and overseeing the day-to-day
operations of the U.S. Small Cap and U.S. Mid Cap equity investment teams. Mr.
Gullquist and Ms. Alexanderson have shared responsibility for the day-to-day
management of the Series since the inception of the Series.

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<PAGE>
LAZARD/JNL SMALL CAP VALUE SERIES

INVESTMENT OBJECTIVE. The investment objective of the Lazard/JNL Small Cap Value
Series is capital appreciation.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a non-diversified portfolio of equity securities of U.S.
companies with market capitalizations in the range of companies represented by
the Russell 2000 Index that the sub-adviser believes are undervalued based on
their return on equity. The Russell 2000 Index is composed of selected common
stocks of small, generally unseasoned U.S. companies. The Series' equity
holdings consist primarily of common stocks but may also include preferred
stocks, securities convertible into or exchangeable for common stocks, rights
and warrants, real estate investment trusts and American and Global Depositary
Receipts.

o Market risk. Because the Series invests in equity securities, it
is subject to stock market risk. Stock prices typically fluctuate
more than the values of other types of securities, typically in
response to changes in the particular company's financial
condition and factors affecting the market in general. For
example, unfavorable or unanticipated poor earnings performance
of the company may result in a decline in its stock's price, and
a broad-based market drop may also cause a stock's price to fall.

o Small cap investing. Investing in smaller, newer companies
generally involves greater risks than investing in larger, more
established ones. The companies in which the Series is likely to
invest have limited product lines, markets or financial resources
and may be subject to more abrupt or erratic market movements
than securities of larger, more established companies or the
market averages in general. In addition, many small
capitalization companies may be in the early stages of
development. Accordingly, an investment in the Series may not be
appropriate for all investors.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Lazard/JNL Small Cap Value Series
invests in equity securities of small U.S. companies that, in the sub-adviser's
opinion, have one or more of the following characteristics: (i) are undervalued

34
<PAGE>
relative to their earnings, cash flow, or asset values; (ii) have an attractive
price/value relationship with expectations that some catalyst will cause the
perception of value to change within 2 years; (iii) are out of favor due to
circumstances which are unlikely to harm the company's franchise or earnings
power; (iv) have low projected price-to-earnings or price-to-cash-flow
multiples; (v) have the potential to become a larger factor in the company's
business; (vi) have significant debt but have high levels of free cash flow; and
(vii) have a relatively short corporate history with the expectation that the
business may grow. In searching for undervalued small capitalization stocks, the
sub-adviser uses a stock-selection process based primarily on analysis of
historical financial data, with little emphasis placed on forecasting future
earnings or events.

The sub-adviser does not automatically sell a security if its market
capitalization grows or falls outside the range of companies in the Russell 2000
Index. The sub-adviser may sell a security for any of the following reasons:

o its price rises to a level where it no longer reflects value
(target valuation);

o the underlying investment assumptions are no longer valid;

o company management changes their direction; or

o external events occur (e.g., changes in regulation, taxes and
competitive position).

The Series may invest in equity securities of larger U.S. companies or
investment grade fixed-income securities.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Lazard/JNL
Small Cap Value Series is Lazard Asset Management (Lazard), 30 Rockefeller
Plaza, New York, New York 10112. Lazard is a division of Lazard Freres & Co. LLC
(Lazard Freres), a New York limited liability company, which provides its
clients with a wide variety of investment banking, brokerage and related
services. Lazard and its affiliates provide investment management services to
client discretionary accounts of both individuals and institutions.

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PPM AMERICA/JNL MONEY MARKET SERIES

INVESTMENT OBJECTIVE. The investment objective of the PPM America/JNL Money
Market Series is to achieve as high a level of current income as is consistent
with the preservation of capital and maintenance of liquidity by investing in
high quality, short-term money market instruments.

PRINCIPAL INVESTMENT STRATEGIES. The Series invests in high quality, U.S.
dollar-denominated money market instruments that mature in 397 days or less. The
sub-adviser manages the Series to meet the requirements of Rule 2a-7 under the
Investment Company Act of 1940, as amended, including those as to quality,
diversification and maturity. The Series may invest more than 25% of its assets
in the U.S. banking industry.

PRINCIPAL RISKS OF INVESTING IN THE SERIES. An investment in the Series is not
insured or guaranteed by the Federal Deposit Insurance Corporation or any other
government agency. Although the Series seeks to preserve the value of your
investment at $1.00 per share, you could lose money by investing in the Series.
A variety of factors may influence its investment performance, such as:

o Market risk. Fixed income securities in general are subject to
credit risk and market risk. Credit risk is the actual or
perceived risk that the issuer of the bond will not pay the
interest and principal payments when due. Bond value typically
declines if the issuer's credit quality deteriorates. Market risk,
also known as interest rate risk, is the risk that interest rates
will rise and the value of bonds, including those held by the
Series, will fall. A broad-based market drop may also cause a
bond's price to fall.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Year-By-Year Returns as of December 31

4.87% 5.01% 4.99%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
1.30% (3rd quarter of 1995) and its lowest quarterly return was 1.17% (1st
quarter of 1997).

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<PAGE>
Average Annual Total Returns as of December 31, 1998

1 year Life of Series*
------ ---------------

PPM America/JNL Money Market Series ............. 4.99% 5.00%
Merrill Lynch Treasury Bill Index (3 month) ..... 5.23% 5.405%

The 7-day yield of the Series on December 31, 1998, was 4.78%.

The Merrill Lynch Treasury Bill Index is a broad-based unmanaged index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The PPM America/JNL Money Market Series
invests exclusively in the following types of high quality, U.S.
dollar-denominated money market instruments that mature in 397 days or less:

o Obligations issued or guaranteed as to principal and interest by
the U.S. Government, its agencies and instrumentalities;

o Obligations, such as time deposits, certificates of deposit and
bankers acceptances, issued by U.S. banks and savings banks that
are members of the Federal Deposit Insurance Corporation,
including their foreign branches and foreign subsidiaries, and
issued by domestic and foreign branches of foreign banks;

o Corporate obligations, including commercial paper, of domestic
and foreign issuers;

o Obligations issued or guaranteed by one or more foreign
governments or any of their political subdivisions, agencies or
instrumentalities, including obligations of supranational
entities; and

o Repurchase agreements on obligations issued or guaranteed by the
U.S. Government, its agencies or instrumentalities.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the PPM America/JNL
Money Market Series is PPM America, Inc. (PPM), which is located at 225 West
Wacker Drive, Chicago, Illinois 60606. PPM, an affiliate of the investment
adviser to the Trust, manages assets of Jackson National Life Insurance Company
and of other affiliated companies.

PPM supervises and manages the investment portfolio of the Series and directs
the purchase and sale of the Series' investment securities. PPM utilizes teams
of investment professionals acting together to manage the assets of the Series.
The teams meet regularly to review portfolio holdings and to discuss purchase
and sale activity. The teams adjust holdings in the portfolios as they deem
appropriate in the pursuit of the Series' investment objectives. PPM has
supervised and managed the investment portfolio of the Series since inception of
the Series.

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SALOMON BROTHERS/JNL BALANCED SERIES

INVESTMENT OBJECTIVE. The investment objective of the Salomon Brothers/JNL
Balanced Series is to obtain above-average income. The Series' secondary
objective is to take advantage of opportunities for growth of capital and
income.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing in a diversified portfolio of a broad variety of securities, including
equity securities, fixed-income securities and short-term obligations. The
Series may vary the percentage of assets invested in any one type of security in
accordance with the sub-adviser's view of existing and anticipated economic and
market conditions, fiscal and monetary policy and underlying security values.

Under normal market conditions, approximately 40% of the Series' assets will
consist of equity securities. Equity holdings may include common and preferred
stock, securities convertible into common or preferred stock, rights and
warrants, equity interests in trusts, partnerships, joint ventures or similar
enterprises, and Depositary Receipts.

The sub-adviser may invest in the full range of maturities of fixed-income
securities, which may include corporate debt securities, U.S. Government
securities, mortgage-backed securities, zero coupon bonds, deferred interest
bonds and payment-in-kind securities. Generally, most of the Series' long-term
debt investments consist of investment grade securities, although the Series may
invest in non-investment grade securities commonly known as "junk bonds." The
Series may also invest in foreign securities.

o Market risk. Because the Series invests in equity securities of
U.S. and foreign companies, it is subject to stock market risk.
Stock prices typically fluctuate more than the values of other
types of securities, typically in response to changes in the
particular company's financial condition and factors affecting
the market in general. For example, unfavorable or unanticipated
poor earnings performance of the company may result in a decline
in its stock's price, and a broad-based market drop may also
cause a stock's price to fall.

For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by the Series, will fall. A broad-based
market drop may also cause a bond's price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities.

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<PAGE>
o High-yield/high-risk bonds. Lower-rated bonds involve a higher
degree of credit risk, which is the risk that the issuer will not
make interest or principal payments when due. In the event of an
unanticipated default, the Series would experience a reduction in
its income, a decline in the market value of the securities so
affected and a decline in the value of its shares. During an
economic downturn or substantial period of rising interest rates,
highly leveraged issuers may experience financial stress which
could adversely affect their ability to service principal and
interest payment obligations, to meet projected business goals
and to obtain additional financing. The market prices of
lower-rated securities are generally less sensitive to interest
rate changes than higher-rated investments, but more sensitive to
adverse economic or political changes, or individual developments
specific to the issuer. Periods of economic or political
uncertainty and change can be expected to result in volatility of
prices of these securities.

o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Salomon Brothers/JNL Balanced Series
allocates its assets primarily among common stocks, investment-grade bonds,
convertible securities, high-yield/high-risk securities and cash.

The Series may use derivative instruments, such as futures contracts and
options, for hedging or maturity or duration purposes, or as a means of
enhancing return. These instruments are subject to transaction costs and certain
risks, such as unanticipated changes in interest rates securities prices.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Salomon
Brothers/JNL Balanced Series is Salomon Brothers Asset Management Inc (SBAM).
SBAM was incorporated in 1987, and, together with affiliates in London,
Frankfurt, Tokyo and Hong Kong, SBAM provides a broad range of fixed-income and
equity investment advisory services to various individual and institutional
clients located throughout the world and serves as sub-adviser to various
investment companies. SBAM's business offices are located at 7 World Trade
Center, New York, New York 10048.

George Williamson, Diretor and Senior Portfolio Manager of SBAM, is primarily
responsible for the day-to-day management of the Series. Prior to joining SBAM
in 1990, Mr. Williamson was employed by as a portfolio manager with Lehman
Brothers from 1979 to 1990. Mr. Williamson has had primary responsibility for
the day-to-day management of the Series since September 1998.

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<PAGE>
SALOMON BROTHERS/JNL GLOBAL BOND SERIES

INVESTMENT OBJECTIVE. The primary investment objective of the Salomon
Brothers/JNL Global Bond Series is to seek a high level of current income. As a
secondary objective, the Series seeks capital appreciation.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective
through a diversified portfolio consisting primarily of fixed income securities
of U.S. and foreign issuers. The sub-adviser invests the Series' assets
primarily by making strategic allocations among: U.S. investment grade bonds;
high-yield bonds; non-U.S. investment grade bonds; and emerging markets debt
securities. The sub-adviser makes these allocations based on its analysis of
current economic and market conditions, and the relative risks and
opportunities, applicable to those types of securities. The sub-adviser may
invest a significant portion of the Series' assets in medium- or lower-quality
securities.

o Market risk. Because the Series invests in fixed-income
securities of U.S. and foreign issuers, it is subject to market
risk. For bonds, market risk generally reflects credit risk and
interest rate risk. Credit risk is the actual or perceived risk
that the issuer of the bond will not pay the interest and
principal payments when due. Bond value typically declines if the
issuer's credit quality deteriorates. Interest rate risk is the
risk that interest rates will rise and the value of bonds,
including those held by the Series, will fall. A broad-based
market drop may also cause a bond's price to fall.

o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities. To the
extent that the Series invests in bonds issued by a foreign
government, the Series may have limited legal recourse in the
event of default. Political conditions, especially a country's
willingness to meet the terms of its debt obligations, can create
special risks.

o High-yield/high-risk bonds. Lower rated bonds involve a higher
degree of credit risk, which is the risk that the issuer will not
make interest or principal payments when due. In the event of an
unanticipated default, the Series would experience a reduction in
its income, a decline in the market value of the securities so
affected and a decline in the value of its shares. During an
economic downturn or substantial period of rising interest rates,
highly leveraged issuers may experience financial stress which
could adversely affect their ability to service principal and
interest payment obligations, to meet projected business goals
and to obtain additional financing. The market prices of
lower-rated securities are generally less sensitive to interest
rate changes than higher-rated investments, but more sensitive to
adverse economic or political changes, or individual developments
specific to the issuer. Periods of economic or political
uncertainty and change can be expected to result in volatility of
prices of these securities.

40
<PAGE>
o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Year-By-Year Returns as of December 31

14.39% 10.66% 2.46%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
4.86% (2nd quarter of 1997) and its lowest quarterly return was -2.72% (3rd
quarter of 1998).

Average Annual Total Returns As of December 31, 1998
1 year Life of Series*
------ ---------------

Salomon Brothers/JNL Global Bond Series .............. 2.46% 9.47%
Salomon Smith Barney Broad Investment Grade Index .... 8.72% 8.56%

The Salomon Smith Barney Broad Investment Grade Index is a broad-based,
unmanaged index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Salomon Brothers/JNL Global Bond Series
invests in a globally diverse portfolio of fixed-income investments. The
sub-adviser has broad discretion to invest the Series' assets among certain
segments of the fixed-income market, primarily U.S. investment-grade bonds,
high-yield corporate debt securities, emerging market debt securities and
investment-grade foreign debt securities. These segments include U.S. Government
securities and mortgage- and other asset-backed securities (including
interest-only or principal-only securities), as well as debt obligations issued
or guaranteed by a foreign government or supranational organization.

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<PAGE>
In determining the assets to invest in each type of security, the sub-adviser
relies in part on quantitative analytical techniques that measure relative risks
and opportunities of each type of security based on current and historical
economic, market, political and technical data for each type of security, as
well as on its own assessment of economic and market conditions both on a global
and local (country) basis. The sub-adviser continuously reviews the allocation
of assets for the Series and makes such adjustments as it deems appropriate.

The sub-adviser has discretion to select the range of maturities of the various
fixed income securities in which the Series invests. The sub-adviser anticipates
that, under current market conditions, the Series' portfolio securities will
have a weighted average life of 6 to 10 years. However, the weighted average
life of the portfolio securities may vary substantially from time to time
depending on economic and market conditions.

The sub-adviser may invest in medium or lower-rated securities. Investments of
this type involve significantly greater risks, including price volatility and
risk of default in the payment of interest and principal, than higher-quality
securities.

When the sub-adviser believes that adverse conditions prevail in the market for
fixed-income securities, the Series may, for temporary defensive purposes,
invest its assets without limit in high-quality, short-term money market
instruments. Doing so may reduce the potential for high current income or
appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Salomon
Brothers/JNL Global Bond Series is Salomon Brothers Asset Management Inc (SBAM).
SBAM was incorporated in 1987, and, together with affiliates in London,
Frankfurt, Tokyo and Hong Kong, SBAM provides a broad range of fixed-income and
equity investment advisory services to various individual and institutional
clients located throughout the world and serves as sub-adviser to various
investment companies. SBAM's business offices are located at 7 World Trade
Center, New York, New York 10048.

In connection with SBAM's service as sub-adviser to the Series, SBAM Limited,
whose business address is Victoria Plaza, 111 Buckingham Palace Road, London
SW1W OSB, England, provides certain sub-advisory services to SBAM relating to
currency transactions and investments in non-dollar denominated debt securities
for the benefit of the Series. SBAM Limited is compensated by SBAM at no
additional expense to the Trust.

Peter J. Wilby is primarily responsible for the day-to-day management of the
high-yield and emerging market debt securities portions of the Series. Mr. Wilby
has had primary responsibility for the day-to-day management of the high-yield
and emerging market debt securities portions of the Series since the inception
of the Series. Beth Semmel assists Mr. Wilby in the day-to-day management of the
Series. Mr. Wilby, who joined SBAM in 1989, is a Managing Director of Salomon
Brothers Inc. and SBAM and Senior Portfolio Manager of SBAM, is responsible for
investment company and institutional portfolios which invest in high-yield
non-U.S. and U.S. corporate debt securities and high-yield foreign sovereign
debt securities. From 1984 to 1989, Mr. Wilby was employed by Prudential Capital
Management Group (Prudential) where he served as Director of Prudential's credit
research unit and as a corporate and sovereign credit analyst with Prudential.
Mr. Wilby also managed high-yield bonds and leveraged equities in the mutual
funds and institutional portfolios at Prudential. Ms. Semmel is a Director and
Portfolio Manager of SBAM and a Director of Salomon Brothers Inc. Ms. Semmel
joined SBAM in May of 1993, where she manages high-yield portfolios. Prior to
joining SBAM, Ms. Semmel spent four years as a high-yield bond analyst at Morgan
Stanley Asset Management. Ms. Semmel has assisted in the day-to-day management
of the Series since inception of the Series.

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<PAGE>
David J. Scott, a Managing Director and Senior Portfolio Manager of SBAM, is
primarily responsible for currency transactions and investments in non-dollar
denominated debt securities for the Series. Prior to joining SBAM Limited in
April 1994, Mr. Scott worked for four years at J.P. Morgan Investment Management
Inc. (J.P. Morgan) where he was responsible for global and non-dollar portfolios
for clients including departments of various governments, pension funds and
insurance companies. Before joining J.P. Morgan, Mr. Scott worked for three
years at Mercury Asset Management where he was responsible for captive insurance
portfolios and products. Mr. Scott has had responsibility for currency
transactions and investment in non-dollar denominated debt securities for the
Series since inception of the Series.

Roger Lavan is primarily responsible for the mortgage-backed securities and U.S.
Government securities portions of the Series. Mr. Lavan joined SBAM in 1990 and
is a Director and Portfolio Manager responsible for investment grade portfolios.
Prior to joining SBAM, Mr. Lavan spent four years analyzing portfolios for
Salomon Brothers Inc.'s Fixed Income Sales Group and Product Support Divisions.
Mr. Lavan has had responsibility for mortgage-backed securities and U.S.
Government securities for the Series since the inception of the Series.

43
<PAGE>
SALOMON BROTHERS/JNL HIGH YIELD BOND SERIES

INVESTMENT OBJECTIVE. The investment objective of the Salomon Brothers/JNL High
Yield Bond Series is to maximize current income. As a secondary objective, the
Series seeks capital appreciation.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objectives by
investing primarily in a diversified portfolio of high- yield, high-risk,
fixed-income securities of U.S. issuers rated in medium or lower rating
categories (or determined by the sub-adviser to be of comparable quality). In
pursuing the Series' secondary objective of capital appreciation, the
sub-adviser looks for those companies that the sub-adviser believes have the
highest potential for improving credit fundamentals.

o High-yield/high-risk bonds. Lower-rated bonds involve a higher
degree of credit risk, which is the risk that the issuer will not
make interest or principal payments when due. In the event of an
unanticipated default, a Series would experience a reduction in
its income, a decline in the market value of the securities so
affected and a decline in the value of its shares. During an
economic downturn or substantial period of rising interest rates,
highly leveraged issuers may experience financial stress which
could adversely affect their ability to service principal and
interest payment obligations, to meet projected business goals
and to obtain additional financing. The market prices of
lower-rated securities are generally less sensitive to interest
rate changes than higher-rated investments, but more sensitive to
adverse economic or political changes, or individual developments
specific to the issuer. Periods of economic or political
uncertainty and change can be expected to result in volatility of
prices of these securities.

o Prepayment risk. During periods of falling interest rates, there
is the risk that a debt security with a high stated interest rate
will be prepaid before its expected maturity date.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Performance for the Series has not been included because the Series had not been
in operation for a full fiscal year as of December 31, 1998.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The Salomon Brothers/JNL High Yield Bond
Series invests a substantial percentage of its total assets in high-yield,
high-risk debt securities, commonly referred to as "junk bonds." In light of the

44
<PAGE>
risks associated with such securities, the sub-adviser takes various factors
into consideration in evaluating the creditworthiness of an issuer. For
corporate debt securities, these typically include the issuer's financial
resources, its sensitivity to economic conditions and trends, the operating
history of the issuer, and the experience and track record of the issuer's
management. For sovereign debt instruments, these typically include the economic
and political conditions within the issuer's country, the issuer's overall and
external debt levels and debt service ratios, the issuer's access to capital
markets and other sources of funding, and the issuer's debt service payment
history. The sub-adviser also reviews the ratings, if any, assigned to the
security by any recognized rating agencies, although the sub-adviser's judgment
as to the quality of a debt security may differ from that suggested by the
rating published by a rating service. The Series' ability to achieve its
investment objectives may be more dependent on the sub-adviser's credit analysis
than would be the case if it invested in higher quality debt securities.

The Series may invest in foreign securities, such as obligations issued or
guaranteed by foreign governmental authorities, debt obligations of
supranational organizations and fixed-income securities of foreign corporate
issues. The Series may invest without limit in zero coupon securities,
pay-in-kind bonds and deferred payment securities, which involve special risk
considerations. The Series may invest in fixed- and floating-rate loans,
including loan participations. The Series may invest up to 10% of its total
assets in either (i) equipment lease or trust certificates and conditional sales
contracts or (ii) limited partnerships interests. The Series may also invest up
to 10% of its total assets in equity securities (other than preferred stock, in
which the Series may invest without limit), typically equity investments
acquired as a result of purchases of fixed-income securities.

The sub-adviser has discretion to select the range of maturities of the
fixed-income securities in which the Series may invest. The sub-adviser
anticipates that, under current market conditions, the Series will have average
portfolio life of 10 to 15 years. However, the average portfolio life may vary
substantially from time to time depending on economic and market conditions.

The Series may use derivative instruments, such as futures contracts, options
and forward currency contracts, and invest in indexed securities for hedging and
risk management. These instruments are subject to transaction costs and certain
risks, such as unanticipated changes in securities prices and global currency
markets.

When the sub-adviser believes that adverse conditions prevail in the markets for
high-yield fixed-income securities that make the Series' investment strategy
inconsistent with the best interests of the Series' shareholders, the Series may
invest its assets without limit in high-quality, short-term money market
instruments. Doing so may reduce the potential for high current income or
appreciation of the Series' portfolio.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the Salomon
Brothers/JNL High Yield Bond Series is Salomon Brothers Asset Management Inc
(SBAM). SBAM was incorporated in 1987, and, together with affiliates in London,
Frankfurt, Tokyo and Hong Kong, SBAM provides a broad range of fixed-income and
equity investment advisory services to various individual and institutional
clients located throughout the world and serves as sub-adviser to various
investment companies.

Peter J. Wilby is primarily responsible for the day-to-day management of the
Series. Mr. Wilby has had primary responsibility for the day-to-day management
of the Series since the inception of the Series. Mr. Wilby, who joined SBAM in
1989, is a Managing Director of Salomon Brothers Inc and SBAM and Senior
Portfolio Manager of SBAM, is responsible for investment company and
institutional portfolios which invest in high-yield non-U.S. and U.S. corporate
debt securities and high-yield foreign sovereign debt securities. From 1984 to
1989, Mr. Wilby was employed by Prudential Capital Management Group (Prudential)
where he served as Director of Prudential's credit research unit and as a
corporate and sovereign credit analyst with Prudential. Mr. Wilby also managed
high-yield bonds and leveraged equities in the mutual funds and institutional
portfolios at Prudential.

45
<PAGE>

T. ROWE PRICE/JNL INTERNATIONAL EQUITY INVESTMENT SERIES

INVESTMENT OBJECTIVE. The investment objective of the T. Rowe Price/JNL
International Equity Investment Series is long-term growth of capital.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective
through a diversified portfolio consisting primarily of common stocks of
established, non-U.S. companies. The Series normally has at least three
countries represented in its portfolio, including both developed and emerging
markets.

o Market risk. Because the Series invests in stocks, it is subject
to stock market risk. Stock prices typically fluctuate more than
the values of other types of securities, typically in response to
changes in the particular company's financial condition and
factors affecting the market in general. For example, unfavorable
or unanticipated poor earnings performance of the company may
result in a decline in its stock's price, and a broad-based
market drop may also cause a stock's price to fall.

o Foreign investing risk. Foreign investing involves risks not
typically associated with U.S. investment. These risks include,
among others, adverse fluctuations in foreign currency values as
well as adverse political, social and economic developments
affecting a foreign country. Investments in foreign countries
could be affected by factors not present in the U.S., such as
restrictions on receiving the investment proceeds from a foreign
country, foreign tax laws, and potential difficulties in
enforcing contractual obligations. Transactions in foreign
securities may be subject to less efficient settlement practices,
including extended clearance and settlement periods. Owning
foreign securities could cause the Series' performance to
fluctuate more than if it held only U.S. securities.

o Emerging markets risk. The Series may invest a portion of its
assets in securities of issuers in emerging markets, which
involves greater risk. Emerging market countries typically have
economic and political systems that are less developed, and
likely to be less stable, than those of more advanced countries.
Emerging market countries may have policies that restrict
investment by foreigners, and there is a higher risk of a
government taking private property. Low or nonexistent trading
volume in securities of issuers in emerging markets may result in
a lack of liquidity and in price volatility. Issuers in emerging
markets typically are subject to a greater degree of change in
earnings and business prospects than are companies in developed
markets.

o Currency risk. The value of the Series' shares may change as a
result of changes in exchange rates reducing the value of the
U.S. dollar value of the Series' foreign investments. Currency
exchange rates can be volatile and affected by a number of
factors, such as the general economics of a country, the actions
of U.S. and foreign governments or central banks, the imposition
of currency controls, and speculation.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

46
<PAGE>
Year-By-Year Returns as of December 31

13.91% 2.65% 14.43%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
16.55% (4th quarter of 1998) and its lowest quarterly return was -13.48% (3rd
quarter of 1998).

Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------
T. Rowe Price/JNL International Equity
Investment Series ............................ 14.43% 10.43%
Morgan Stanley Europe and Australasia,
Far East Equity Index ........................ 20.33% 8.13%

The Morgan Stanley Europe and Australasia, Far East Equity Index is a
broad-based, unmanaged index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The T. Rowe Price/JNL International Equity
Investment Series invests in foreign securities that the sub-adviser believes
offer significant potential for long-term appreciation and investment
diversification. In addition to common stocks, the Series may also invest in
other types of securities, such as preferred stocks, convertible securities,
fixed-income securities.

In analyzing companies for investment, the sub-adviser ordinarily looks for one
or more of the following characteristics: an above-average earnings growth per
share; high return on invested capital; healthy balance sheet with relatively
low debt; sound financial and accounting policies and overall financial
strength; strong competitive advantages; effective research and product
development and marketing; efficient service; pricing flexibility; strength of
management; and general operating characteristics which will enable the
companies to compete successfully in their market place. Current dividend income
is not a prerequisite in the selection of portfolio companies. However, the
Series generally invests in companies that have a record of paying dividends,
which the sub-adviser expects will increase in future years as earnings
increase.

The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

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<PAGE>
THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the T. Rowe
Price/JNL International Equity Investment Series is Rowe Price-Fleming
International, Inc. (Price-Fleming), located at 100 East Pratt Street,
Baltimore, Maryland 21202. Price-Fleming is one of America's largest
international mutual fund asset managers.

There is an investment advisory group that has day-to-day responsibility for
managing the Series and developing and executing the Series' investment program.
The Series' advisory group is composed of the following members: Martin G. Wade,
Vice Chairman and Chief Executive Officer of Price-Fleming, John R. Ford, Chief
Investment Officer of Price-Fleming, James B.M. Seddon, Vice President of
Price-Fleming, Mark C.J. Bickford-Smith, Vice President of Price-Fleming, and
David J.L. Warren, President of Price-Fleming. The Series' advisory group has
had day-to-day responsibility for managing the Series since the inception of the
Series.

Martin Wade joined Price-Fleming in 1979 and has 30 years of experience with the
Fleming Group in research, client service, and investment management. (Fleming
Group includes Robert Fleming and/or Jardine Fleming Group Limited). John Ford
joined Price-Fleming in 1982 and has 19 years of experience with the Fleming
Group in research and portfolio management. James Seddon joined Price-Fleming in
1987 and has 12 years of experience in investment management. Mark
Bickford-Smith joined Price-Fleming in 1995 and has 14 years experience with the
Fleming Group in research and financial analysis. David Warren joined
Price-Fleming in 1983 and has 18 years of experience in equity research,
fixed-income research and portfolio management.

48
<PAGE>
T. ROWE PRICE/JNL MID-CAP GROWTH SERIES

INVESTMENT OBJECTIVE. The investment objective of the T. Rowe Price/JNL Mid-Cap
Growth Series is long-term growth of capital.

PRINCIPAL INVESTMENT STRATEGIES. The Series seeks to achieve its objective by
investing primarily in a diversified portfolio of common stock of medium-sized
(mid-cap) U.S. companies which the sub-adviser believes have the potential for
above-average earnings growth. A mid-cap company is one whose market
capitalization, at the time of acquisition by the Series, falls within the
capitalization range of companies in the S&P MidCap 400 Index.

In addition, the performance of the Series depends on the sub-adviser's ability
to effectively implement the investment strategies of the Series.

Year-By-Year Returns as of December 31

23.47% 18.21% 21.49%

[Insert Chart]

1996 1997 1998

In the periods shown in the chart, the Series' highest quarterly return was
27.05% (4th quarter of 1998) and its lowest quarterly return was -18.02% (3rd
quarter of 1998).

49
<PAGE>
Average Annual Total Returns as of December 31, 1998
1 year Life of Series*
------ ---------------

T. Rowe Price/JNL Mid-Cap Growth Series ........... 21.49% 25.62%
S&P MidCap 400 Index .............................. 19.09% 23.32%

The S&P MidCap 400 Index is a broad-based, unmanaged index.

* The Series began operations on May 15, 1995.

ADDITIONAL INFORMATION ABOUT THE PRINCIPAL INVESTMENT STRATEGIES, OTHER
INVESTMENTS AND RISKS OF THE SERIES. The T. Rowe Price/JNL Mid-Cap Growth Series
seeks to achieve its objective of long-term growth of capital by investing
primarily in common stocks of U.S. companies with medium-sized market
capitalizations and the potential for above-average growth. The sub-adviser
relies on its proprietary research to identify mid-cap companies with attractive
growth prospects. The Series seeks to invest primarily in companies that: (i)
offer proven products or services; (ii) have a historical record of earnings
growth that is above average, (iii) demonstrate the potential to sustain
earnings growth; (iv) operate in industries experiencing increasing demand;
and/or (v) the sub-adviser believes are undervalued in the marketplace.

The Series will not automatically sell or cease to purchase stock of a company
it already owns just because the company's market cap grows or falls outside the
range of companies in the S&P MidCap 400 Index.

The Series may also invest in securities other than U.S. common stocks,
including foreign securities, convertible securities, and warrants. The Series
may use derivative instruments, such as options and futures contracts, for
hedging purposes and to maintain market exposure. These instruments are subject
to transaction costs and certain risks, such as unanticipated changes in
securities prices.

50
<PAGE>
The SAI has more information about the Series' authorized investments and
strategies, as well as the risks and restrictions that may apply to them.

THE SUB-ADVISER AND PORTFOLIO MANAGEMENT. The sub-adviser to the T. Rowe
Price/JNL Mid-Cap Growth Series is T. Rowe Price Associates, Inc. (T. Rowe),
located at 100 East Pratt Street, Baltimore, Maryland 21202. T. Rowe was founded
in 1937. T. Rowe and its affiliates provide investment advisory services to
individual and institutional investor accounts.

The Series has an Investment Advisory Committee composed of the following
members: Brian W. Berghuis, Chairman, James A.C. Kennedy, and John F. Wakeman.
The Committee Chairman has day to day responsibility for managing the Series and
works with the Committee in developing and executing the Series' investment
program. Mr. Berghuis, a Managing Director of T. Rowe, has been managing
investments since joining T. Rowe in 1985. The Investment Advisory Committee has
had day-to-day responsibility for managing the Series since the inception of the
Series.

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<PAGE>
MORE ABOUT THE INVESTMENT OBJECTIVES AND RISKS OF ALL SERIES

The investment objectives of the respective Series are not fundamental and may
be changed by the Trustees without shareholder approval.

YEAR 2000 AND EURO ISSUES: Apart from the particular risks described above for
each Series, the Trust could be adversely affected if the computer systems used
by the Trust's investment adviser and its other service providers are unable to
process and calculate date-related information because they are not programmed
to distinguish between the year 2000 and the year 1900.

The Trust relies entirely on outside service providers for the processing of its
business. To the extent that a service provider utilizes computers to process
the Trust's business, the smooth operation of the Trust depends on the ability
of those computers to continue to function properly.

The Trust has contacted each of its service providers to ascertain the service
provider's state of readiness for the year 2000. Each of the service providers
has indicated to the Trust that, at this time, it is either year 2000 compliant
or that it has identified its systems which are not currently year 2000
compliant and that it intends to make such systems compliant before December 31,
1999.
The Trust intends to continue to monitor the year 2000 status of its service
providers.

Based on the information currently available, the Trust does not anticipate any
material impact on the delivery of services to and by the Trust. However, since
the Trust must rely on the information provided to it by its service providers,
there can be no assurance that the steps taken by the service providers in
preparation for the year 2000 will be sufficient to avoid any adverse impact on
the Trust.

Similarly, the companies and other issuers in which a Series invests could be
adversely affected by year 2000 computer-related problems, and there can be no
assurance that the steps taken, if any, by these issuers will be sufficient to
avoid any adverse impact on the Series.

Also, to the extent that a Series invests in foreign securities, the Series
could be adversely affected by the conversion of certain European currencies
into the Euro. This conversion, which is underway, is scheduled to be completed
in 2002. However, problems with the conversion process and delays could increase
volatility in world capital markets and affect European capital markets in
particular.

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<PAGE>
MANAGEMENT OF THE TRUST

INVESTMENT ADVISER

Under Massachusetts law and the Trust's Declaration of Trust and By-Laws, the
management of the business and affairs of the Trust is the responsibility of the
Trustees.

Jackson National Financial Services, LLC (JNFS), 5901 Executive Drive, Lansing,
Michigan 48911, is the investment adviser to the Trust and provides the Trust
with professional investment supervision and management. Jackson National
Financial Services, Inc. served as investment adviser to the Trust from the
inception of the Trust until July 1, 1998, when it transferred its duties as
investment adviser and its professional staff for investment advisory services
to JNFS.

MANAGEMENT FEE

As compensation for its services, JNFS receives a fee from the Trust computed
separately for each Series, accrued daily and payable monthly. The fee which
JNFS received from each Series for the fiscal year ended December 31, 1998, is
set forth below as an annual percentage of the net assets of the Series. For a
Series which was not in operation for all of 1998, its current management fee
schedule is shown instead. Each JNL/S&P Series will indirectly bear its pro rata
share of fees of the Underlying Series in addition to the fees shown for that
Series.

SERIES SCHEDULE (where applicable) FEES
- ------ --------------------------- ----

<S> <C> <C>
JNL/Alliance Growth Series................................ $0 to $250 million................... .775%
Over $250 million.................... .70%

JNL/J.P. Morgan Enhanced S&P 500 Index Series............. $0 to $25 million.................... .80%
Over $25 million..................... .75%

JNL/J.P. Morgan International & Emerging Markets Series $0 to $50 million.................... .975%
$50 million to $200 million.......... .95%
$200 million to $350 million......... .90%
Over $350 million.................... .85%

JNL/Janus Aggressive Growth Series........................ ..................................... .95%

JNL/Janus Global Equities Series.......................... ..................................... .99%

JNL/PIMCO Total Return Bond Series........................ all assets........................... .70%

JNL/Putnam Growth Series.................................. ..................................... .90%

JNL/Putnam Value Equity Series............................ ..................................... .90%

JNL/S&P Conservative Growth Index Series.................. $0 to $500 million................... .20%
Over $500 million.................... .15%

JNL/S&P Moderate Growth Index Series...................... $0 to $500 million................... .20%
Over $500 million.................... .15%

JNL/S&P Aggressive Growth Index Series.................... $0 to $500 million................... .20%
Over $500 million.................... .15%

Goldman Sachs/JNL Growth & Income Series.................. $0 to $50 million.................... .925%
$50 million to $200 million.......... .90%
$200 million to $350 million......... .85%
Over $350 million.................... .80%

Lazard/JNL Mid Cap Value Series........................... $0 to $150 million................... .975%
$150 million to $300 million......... .925%
Over $300 million.................... .90%

Lazard/JNL Small Cap Value Series......................... $0 to $50 million.................... 1.05%
$50 million to $150 million.......... 1.00%
$150 million to $300 million......... .975%
Over $300 million.................... .925%

PPM America/JNL Money Market Series....................... ..................................... .60%

Salomon Brothers/JNL Balanced Series...................... $0 to $50 million.................... .80%
$50 million to $150 million.......... .75%
Over $150 million.................... .70%

Salomon Brothers/JNL Global Bond Series................... ..................................... .85%

Salomon Brothers/JNL High Yield Bond Series............... $0 to $50 million.................... .80%
$50 million to $150 million.......... .75%
Over $150 million.................... .70%

T. Rowe Price/JNL International Equity Investment Series.. ..................................... 1.08%

T. Rowe Price/JNL Mid-Cap Growth Series................... ..................................... .95%
</TABLE>

53
<PAGE>
SUB-ADVISORY ARRANGEMENTS

JNFS selects, contracts with and compensates sub-advisers to manage the
investment and reinvestment of the assets of the Series of the Trust. JNFS
monitors the compliance of such sub-advisers with the investment objectives and
related policies of each Series and reviews the performance of such sub-advisers
and reports periodically on such performance to the Trustees of the Trust.

Under the terms of each of the Sub-Advisory Agreements with JNFS, the
sub-adviser manages the investment and reinvestment of the assets of the
assigned Series, subject to the supervision of the Trustees of the Trust. The
sub-adviser formulates a continuous investment program for each such Series
consistent with its investment objectives and policies outlined in this
Prospectus. Each sub-adviser implements such programs by purchases and sales of
securities and regularly reports to JNFS and the Trustees of the Trust with
respect to the implementation of such programs.

54
<PAGE>
As compensation for its services, each sub-adviser receives a fee from JNFS
computed separately for the applicable Series, stated as an annual percentage of
the net assets of such Series. The SAI contains a schedule of the management
fees JNFS currently is obligated to pay the sub-advisers out of the advisory fee
it receives from the Series.

ADMINISTRATIVE FEE

In addition to the investment advisory fee, effective January 1, 1999, each
Series, except the JNL/S&P Series, pays to JNFS an Administrative Fee of .10% of
the average daily net assets of the Series. The JNL/S&P Series do not pay an
Administrative Fee. In return for the fee, JNFS provides or procures all
necessary administrative functions and services for the operation of the Series.
In addition, JNFS, at its own expense, arranges for legal, audit, fund
accounting, custody, printing and mailing, and all other services necessary for
the operation of each Series. Each Series is responsible for trading expenses
including brokerage commissions, interest and taxes, and other non-operating
expenses. Prior to January 1, 1999, each Series paid all of its own operating
expenses.

INVESTMENT IN TRUST SHARES

Shares of the Trust are currently sold to separate accounts (Accounts) of
Jackson National Life Insurance Company, 5901 Executive Drive, Lansing, Michigan
48911, and Jackson National Life Insurance Company of New York, 2900 Westchester
Avenue, Purchase, New York 10577, to fund the benefits under certain variable
annuity contracts (Contracts). An insurance company purchases the shares of the
Series at their net asset value using premiums received on Contracts issued by
the insurance company. There is no sales charge.

Shares of the Series are not available to the general public directly. Some of
the Series are managed by sub-advisers who manage publicly traded mutual funds
having similar names and investment objectives. While some of the Series may be
similar to, and may in fact be modeled after publicly traded mutual funds,
Contract purchasers should understand that the Series are not otherwise directly
related to any publicly traded mutual fund. Consequently, the investment
performance of publicly traded mutual funds and any corresponding Series may
differ substantially.

The net asset value per share of each Series is determined at the close of
regular trading on the New York Stock Exchange (normally 4:00 p.m., Eastern
time) each day that the New York Stock Exchange is open. The net asset value per
share is calculated by adding the value of all securities and other assets of a
Series, deducting its liabilities, and dividing by the number of shares
outstanding. Generally, the value of exchange-listed or -traded securities is
based on their respective market prices, bonds are valued based on prices
provided by an independent pricing service and short-term debt securities are
valued at amortized cost, which approximates market value. A Series may invest
in securities primarily listed on foreign exchanges and that trade on days when
the Series does not price its shares. As a result, a Series' net asset value may
change on days when shareholders are not able to purchase or redeem the Series'
shares.

All investments in the Trust are credited to the shareholder's account in the
form of full and fractional shares of the designated Series (rounded to the
nearest 1/1000 of a share). The Trust does not issue share certificates.

SHARE REDEMPTION

An Account redeems shares to make benefit or withdrawal payments under the terms
of its Contracts. Redemptions are processed on any day on which the Trust is
open for business and are effected at net asset value next determined after the
redemption order, in proper form, is received by the Trust's transfer agent.

54
<PAGE>
The Trust may suspend the right of redemption only under the following unusual
circumstances:

o when the New York Stock Exchange is closed (other than weekends
and holidays) or trading is restricted;

o when an emergency exists, making disposal of portfolio securities
or the valuation of net assets not reasonably practicable; or

o during any period when the SEC has by order permitted a
suspension of redemption for the protection of shareholders.

TAX STATUS

Each Series' policy is to meet the requirements of Subchapter M of the Internal
Revenue Code (Code) necessary to qualify as a regulated investment company. Each
Series intends to distribute all its net investment income and net capital gains
to shareholders and, therefore, will not be required to pay any federal income
taxes.

Each Series is treated as a separate corporation for purposes of the Code.
Therefore, the assets, income, and distributions of each Series are considered
separately for purposes of determining whether or not the Series qualifies as a
regulated investment company.

Because the shareholders of each Series are Accounts, there are no tax
consequences to shareholders of buying, holding, exchanging and selling shares
of the Series. Distributions from the Series are not taxable to those
shareholders. However, owners of Contracts should consult the applicable Account
prospectus for more detailed information on tax issues related to the Contracts.

55
<PAGE>
FINANCIAL HIGHLIGHTS

The following table provides selected per share data for one share of each
Series. The information does not reflect any charges imposed by an Account
investing in shares of the Series. You should refer to the appropriate Account
prospectus for additional information regarding such charges.

The information for each of the periods shown below has been audited by
PricewaterhouseCoopers LLP, independent accountants, and should be read in
conjunction with the financial statements and notes thereto, together with the
report of PricewaterhouseCoopers LLP thereon, in the Annual Report included in
the Statement of Additional Information.

<TABLE>
<CAPTION>
Income from Operations Distributions
-------------------------------- -----------------------------------------
Net realized &
unrealized gains
Net Asset Net on investments From net
value, investment & foreign From net realized gains
beginning income currency investment on investment Return of
Period or Year Ended of period (loss) related items income transactions Capital
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
JNL Aggressive Growth Series
Year ended 12/31/98 $14.53 $(0.06) $8.45 $(0.05) $(0.78) $ -
Year ended 12/31/97 13.38 0.04 1.65 - (0.54) -
Period from 4/1/96 to 12/31/96 13.13 0.05 1.10 (0.05) (0.71) (0.14)
Period from 5/15/95* to 3/31/96 10.00 0.01 3.53 - (0.41) -
- ------------------------------------------------------------------------------------------------------------------------------------
JNL Global Equities Series
Year ended 12/31/98 17.48 0.04 4.66 (0.07) - -
Year ended 12/31/97 15.20 0.07 2.84 - (0.63) -
Period from 4/1/96 to 12/31/96 13.75 0.03 2.72 (0.08) (0.90) (0.32)
Period from 5/15/95* to 3/31/96 10.00 0.10 4.02 - (0.37) -
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/Alliance Growth Series
Period from 3/2/98* to 12/31/98 10.00 (0.01) 3.29 - - -
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/JPM International & Emerging
Markets Series
Period from 3/2/98* to 12/31/98 10.00 0.08 (0.20) (0.06) - -
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/PIMCO Total Return Bond Series
Period from 3/2/98* to 12/31/98 10.00 0.31 0.26 (0.31) (0.10) -
====================================================================================================================================
</TABLE>
* Commencement of operations.
(a) Assumes investment at net asset value at the beginning of the period,
reinvestment of all distributions, and a complete redemption of the
investment at the net asset value at the end of the period. Total return is
not annualized.
(b) Annualized for the periods ended December 31, 1998, December 31, 1996 and
March 31, 1996.
(c) Computed after giving effect to the Adviser's expense reimbursement and
fees paid indirectly.

56
<PAGE>
<TABLE>
<CAPTION>

Ratios and Supplemental Data
----------------------------------------------------------
Ratio of Ratio of
Net asset Net assets, expenses to income to
value, end Total Return end of period average net average net Portfolio
Period or Year Ended of period (a) (in thousands) assets (b)(c) assets (b)(c) turnover
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
JNL Aggressive Growth Series
Year ended 12/31/98 $22.09 57.66% $161,842 1.10% (0.35)% 114.51%
Year ended 12/31/97 14.53 12.67% 78,870 1.10% 0.39% 137.26%
Period from 4/1/96 to 12/31/96 13.38 8.72% 29,555 1.09% 0.77% 85.22%
Period from 5/15/95* to 3/31/96 13.13 35.78% 8,527 1.09% 0.27% 163.84%
- ------------------------------------------------------------------------------------------------------------------------------------
JNL Global Equities Series
Year ended 12/31/98 21.11 26.87% 240,385 1.14% 0.13% 81.46%
Year ended 12/31/97 17.48 19.12% 151,050 1.15% 0.33% 97.21%
Period from 4/1/96 to 12/31/96 15.20 19.99% 48,638 1.14% 0.37% 52.02%
Period from 5/15/95* to 3/31/96 13.75 41.51% 16,141 1.15% 0.39% 142.36%
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/Alliance Growth Series
Period from 3/2/98* to 12/31/98 13.28 32.80% 4,573 0.93% (8.00)% 136.69%
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/JPM International & Emerging
Markets Series
Period from 3/2/98* to 12/31/98 9.82 (1.24)% 4,997 1.13% 0.62% 231.88%
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/PIMCO Total Return Bond Series
Period from 3/2/98* to 12/31/98 10.16 5.70% 6,133 0.85% 4.95% 269.16%
====================================================================================================================================
</TABLE>

Ratio information assuming
no expense reimbursement
or fees paid indirectly
------------------------------
expenses to income to
average net average net
Period or Year Ended assets (b) assets (b)
================================================================================
JNL Aggressive Growth Series
Year ended 12/31/98 1.10% (0.35)%
Year ended 12/31/97 1.17% 0.32%
Period from 4/1/96 to 12/31/96 1.40% 0.46%
Period from 5/15/95* to 3/31/96 2.77% (1.41)%
- --------------------------------------------------------------------------------
JNL Global Equities Series
Year ended 12/31/98 1.30% (0.03)%
Year ended 12/31/97 1.37% 0.11%
Period from 4/1/96 to 12/31/96 1.63% (0.12)%
Period from 5/15/95* to 3/31/96 2.25% (0.71)%
- --------------------------------------------------------------------------------
JNL/Alliance Growth Series
Period from 3/2/98* to 12/31/98 2.13% (1.28)%
- --------------------------------------------------------------------------------
JNL/JPM International & Emerging
Markets Series
Period from 3/2/98* to 12/31/98 2.64% (0.90)%
- --------------------------------------------------------------------------------
JNL/PIMCO Total Return Bond Series
Period from 3/2/98* to 12/31/98 1.57% 4.23%
================================================================================

Income from operations Distributions
----------------------------- -------------------------------------------
Net realized &
unrealized gains
Net Asset Net on investments From net
value, investment & foreign From net realized gains
beginning income currency investment on investment Return of
Period or Year ended of period (loss) related items income transactions Capital
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
JNL/Putnam Growth Series
Year ended 12/31/98 $16.99 $(0.01) $5.94 $(0.01) $(0.$3) -
Year ended 12/31/97 14.21 0.04 3.07 (0.02) (0.31) -
Period from 4/1/96 to 12/31/96 12.50 0.04 2.12 (0.05) (0.40) -
Period from 5/15/95* to 3/31/96 10.00 0.01 3.66 - (1.17) -
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/Putnam Value Equity Series
Year ended 12/31/98 16.82 0.16 1.94 (0.16) (0.52) -
Year ended 12/31/97 14.50 0.13 3.03 (0.13) (0.71) -
Period from 4/1/96 to 12/31/96 12.77 0.10 1.97 (0.15) (0.19) -
Period from 5/15/95* to 3/31/96 10.00 0.23 2.86 (0.17) (0.15) -
- ------------------------------------------------------------------------------------------------------------------------------------
Goldman Sachs/JNL Growth & Income Series
Period from 3/2/98* to 12/31/98 10.00 0.07 (1.00) (0.07) - -
- ------------------------------------------------------------------------------------------------------------------------------------
Lazard/JNL Small Cap Value Series
Period from 3/2/98* to 12/31/98 10.00 (0.01) (1.28) - - (0.01)
- ------------------------------------------------------------------------------------------------------------------------------------
Lazard/JNL Mid Cap Value Series
Period from 3/2/98* to 12/31/98 10.00 0.03 (0.79) (0.03) - -
- ------------------------------------------------------------------------------------------------------------------------------------
PPM America/JNL Money Market Series
Year ended 12/31/98 1.00 0.05 - (0.05) - -
Year ended 12/31/97 1.00 0.05 - (0.05) - -
Period from 4/1/96 to 12/31/96 1.00 0.04 - (0.04) - -
Period from 5/15/95* to 3/31/96 1.00 0.04 - (0.04) - -
- ------------------------------------------------------------------------------------------------------------------------------------
Salomon Brothers/JNL Balanced Series
Period from 3/2/98* to 12/31/98 10.00 0.21 0.38 (0.21) - -
- ------------------------------------------------------------------------------------------------------------------------------------
Salomon Brothers/JNL Global Bond Series
Year ended 12/31/98 11.12 0.72 (0.45) (0.72) - -
Year ended 12/31/97 10.63 0.54 0.59 (0.58) (0.05) (0.01)
Period from 4/1/96 to 12/31/96 10.46 0.42 0.70 (0.69) (0.26) -
Period from 5/15/95* to 3/31/96 10.00 0.81 0.24 (0.56) (0.03) -
====================================================================================================================================
</TABLE>
* Commencement of operations.
(a) Assumes investment at net asset value at the beginning of the period,
reinvestment of all distributions, and a complete redemption of the
investment at the net asset value at the end of the period. Total return is
not annualized.
(b) Annualized for the periods ended December 31, 1998, December 31, 1996 and
March 31, 1996.
(c) Computed after giving effect to the Adviser's expense reimbursement and
fees paid indirectly.

Ratio and Supplemental Data
------------------------------------------------------------
Ratio of net Ratio of net
operating investment
Net asset Net assets, expenses to income to
value, end Total Return end of period average net average net Portfolio
Period or Year ended of period (a) (in thousands) assets (b) (c) assets (b) (c) turnover
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
JNL/Putnam Growth Series
Year ended 12/31/98 $22.88 34.93% $182,097 1.01% (0.07)% 70.55%
Year ended 12/31/97 16.99 21.88% 83,612 1.05% 0.31% 194.81%
Period from 4/1/96 to 12/31/96 14.21 17.28% 22,804 1.04% 0.94% 184.33%
Period from 5/15/95* to 3/31/96 12.50 37.69% 2,518 0.95% 0.28% 255.03%
- ------------------------------------------------------------------------------------------------------------------------------------
JNL/Putnam Value Equity Series
Year ended 12/31/98 18.24 12.48% 195,936 1.01% 1.06% 77.80%
Year ended 12/31/97 16.82 21.82% 108,565 1.03% 1.43% 112.54%
Period from 4/1/96 to 12/31/96 14.50 16.25% 17,761 0.85% 2.29% 13.71%
Period from 5/15/95* to 3/31/96 12.77 31.14% 3,365 0.87% 2.33% 30.12%
- ------------------------------------------------------------------------------------------------------------------------------------
Goldman Sachs/JNL Growth & Income Series
Period from 3/2/98* to 12/31/98 9.00 (9.31)% 4,311 1.08% 1.01% 129.99%
- ------------------------------------------------------------------------------------------------------------------------------------
Lazard/JNL Small Cap Value Series
Period from 3/2/98* to 12/31/98 8.70 (12.92)% 4,804 1.20% (0.04)% 40.15%
- ------------------------------------------------------------------------------------------------------------------------------------
Lazard/JNL Mid Cap Value Series
Period from 3/2/98* to 12/31/98 9.21 (7.64)% 4,731 1.13% 0.34% 70.72%
- ------------------------------------------------------------------------------------------------------------------------------------
PPM America/JNL Money Market Series
Year ended 12/31/98 1.00 4.99% 56,349 0.74% 4.87% -
Year ended 12/31/97 1.00 5.01% 41,808 0.75% 4.92% -
Period from 4/1/96 to 12/31/96 1.00 3.61% 23,752 0.75% 4.75% -
Period from 5/15/95* to 3/31/96 1.00 4.59% 6,816 0.75% 5.06% -
- ------------------------------------------------------------------------------------------------------------------------------------
Salomon Brothers/JNL Balanced Series
Period from 3/2/98* to 12/31/98 10.38 5.91% 3,297 0.95% 3.49% 128.41%
- ------------------------------------------------------------------------------------------------------------------------------------
Salomon Brothers/JNL Global Bond Series
Year ended 12/31/98 10.67 2.46% 48,167 1.00% 7.05% 261.87%
Year ended 12/31/97 11.12 10.66% 36,725 1.00% 6.83% 134.55%
Period from 4/1/96 to 12/31/96 10.63 10.68% 12,483 0.99% 7.52% 109.85%
Period from 5/15/95* to 3/31/96 10.46 10.74% 6,380 1.00% 9.01% 152.89%
====================================================================================================================================
</TABLE>
Ratio information assuming
no expense reimbursement
or fees paid indirectly
--------------------------------
Ratio of net
Ratio of investment
expenses to income to
average net average net
Period or Year ended assets (b) assets (b)
================================================================================
JNL/Putnam Growth Series
Year ended 12/31/98 1.01% (0.07)%
Year ended 12/31/97 1.05% 0.31%
Period from 4/1/96 to 12/31/96 1.27% 0.71%
Period from 5/15/95* to 3/31/96 5.38% (4.15)%
- --------------------------------------------------------------------------------
JNL/Putnam Value Equity Series
Year ended 12/31/98 1.01% 1.06%
Year ended 12/31/97 1.09% 1.37%
Period from 4/1/96 to 12/31/96 1.53% 1.61%
Period from 5/15/95* to 3/31/96 2.28% 0.91%
- --------------------------------------------------------------------------------
Goldman Sachs/JNL Growth & Income Series
Period from 3/2/98* to 12/31/98 2.16% (0.08)%
- --------------------------------------------------------------------------------
Lazard/JNL Small Cap Value Series
Period from 3/2/98* to 12/31/98 1.89% (0.73)%
- --------------------------------------------------------------------------------
Lazard/JNL Mid Cap Value Series
Period from 3/2/98* to 12/31/98 1.85% (0.38)%
- --------------------------------------------------------------------------------
PPM America/JNL Money Market Series
Year ended 12/31/98 0.75% 4.86%
Year ended 12/31/97 0.76% 4.91%
Period from 4/1/96 to 12/31/96 0.85% 4.65%
Period from 5/15/95* to 3/31/96 1.30% 4.51%
- --------------------------------------------------------------------------------
Salomon Brothers/JNL Balanced Series
Period from 3/2/98* to 12/31/98 2.38% 2.06%
- --------------------------------------------------------------------------------
Salomon Brothers/JNL Global Bond Series
Year ended 12/31/98 1.01% 7.04%
Year ended 12/31/97 1.07% 6.76%
Period from 4/1/96 to 12/31/96 1.44% 7.07%
Period from 5/15/95* to 3/31/96 2.14% 7.87%
================================================================================

Income from Operations Distributions
----------------------------- ---------------------------------------
Net realized &
unrealized gains
Net Asset Net on investments From net
value, investment & foreign From net realized gains
beginning income currency investment on investment Return of
Period or Year ended of period (loss) related items income transactions Capital
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
Salomon Brothers/JNL High Yield Bond Series
Period from 3/2/98* to 12/31/98 $10.00 $0.54 $(0.41) $(0.54) $ - -
- ------------------------------------------------------------------------------------------------------------------------------------
T. Rowe Price/JNL International Equity
Investment Series
Year ended 12/31/98 12.09 0.16 1.58 (0.19) (0.02) -
Year ended 12/31/97 12.08 0.09 0.23 (0.08) (0.23) -
Period from 4/1/96 to 12/31/96 11.25 0.06 0.90 (0.12) (0.01) -
Period from 5/15/95* to 3/31/96 10.00 0.04 1.21 - - -
- ------------------------------------------------------------------------------------------------------------------------------------
T. Rowe Price/JNL Mid-Cap Growth Series
Year ended 12/31/98 17.37 (0.07) 3.80 - (0.67) -
Year ended 12/31/97 14.89 (0.03) 2.74 - (0.23) -
Period from 4/1/96 to 12/31/96 13.43 (0.05) 1.92 (0.05) (0.36) -
Period from 5/15/95* to 3/31/96 10.00 0.06 3.90 - (0.53) -
====================================================================================================================================
</TABLE>
* Commencement of operations.
(a) Assumes investment at net asset value at the beginning of the period,
reinvestment of all distributions, and a complete redemption of the
investment at the net asset value at the end of the period. Total return is
not annualized.
(b) Annualized for the periods ended December 31, 1998, December 31, 1996 and
March 31, 1996.
(c) Computed after giving effect to the Adviser's expense reimbursement and
fees paid indirectly.

<PAGE>
<TABLE>
<CAPTION>
Ratios and Supplemental Data
----------------------------------------------------------
Net asset Net assets, expenses to income to
value, end Total Return end of period average net average net Portfolio
Period or Year ended of period (a) (in thousands) assets (b)(c) assets (b)(c) turnover
====================================================================================================================================

<S> <C> <C> <C> <C> <C> <C>
Salomon Brothers/JNL High Yield Bond Series
Period from 3/2/98* to 12/31/98 $9.59 1.32% $7,388 0.95% 7.80% 37.45%
- ------------------------------------------------------------------------------------------------------------------------------------
T. Rowe Price/JNL International Equity
Investment Series
Year ended 12/31/98 13.62 14.43% 70,927 1.23% 0.88% 16.39%
Year ended 12/31/97 12.09 2.65% 78,685 1.24% 0.74% 18.81%
Period from 4/1/96 to 12/31/96 12.08 8.54% 48,204 1.25% 1.09% 5.93%
Period from 5/15/95* to 3/31/96 11.25 12.50% 24,211 1.25% 0.78% 16.45%
- ------------------------------------------------------------------------------------------------------------------------------------
T. Rowe Price/JNL Mid-Cap Growth Series
Year ended 12/31/98 20.43 21.49% 189,636 1.04% (0.37)% 50.92%
Year ended 12/31/97 17.37 18.21% 127,052 1.06% (0.26)% 41.43%
Period from 4/1/96 to 12/31/96 14.89 13.91% 47,104 1.10% (0.18)% 25.05%
Period from 5/15/95* to 3/31/96 13.43 40.06% 10,545 1.10% 0.82% 66.04%
====================================================================================================================================
</TABLE>

Ratio information assuming
no expense reimbursement
or fees paid indirectly
------------------------------
Ratio of net
Ratio of investment
expenses to income to
average net average net
Period or Year ended assets (b) assets (b)
================================================================================
Salomon Brothers/JNL High Yield Bond Series
Period from 3/2/98* to 12/31/98 1.39% 7.36%
- --------------------------------------------------------------------------------
T. Rowe Price/JNL International Equity
Investment Series
Year ended 12/31/98 1.28% 0.83%
Year ended 12/31/97 1.32% 0.66%
Period from 4/1/96 to 12/31/96 1.29% 1.05%
Period from 5/15/95* to 3/31/96 2.14% (0.11)%
- --------------------------------------------------------------------------------
T. Rowe Price/JNL Mid-Cap Growth Series
Year ended 12/31/98 1.04% (0.37)%
Year ended 12/31/97 1.06% (0.26)%
Period from 4/1/96 to 12/31/96 1.14% (0.22)%
Period from 5/15/95* to 3/31/96 2.10% (0.18)%
================================================================================

<PAGE>

PROSPECTUS

MAY 1, 1999

JNL SERIES TRUST

You can find more information about the Trust in:

o The Trust's STATEMENT OF INFORMATION (SAI) dated May 1, 1999,
which contains further information about the Trust and the Series,
particularly their investment practices and restrictions. The
current SAI is on file with the Securities and Exchange Commission
(SEC) and is incorporated into the Prospectus by reference (which
means the SAI is legally part of the Prospectus).

o The Trust's ANNUAL AND SEMI-ANNUAL REPORTS to shareholders, which
show the Series' actual investments and include financial
statements as of the close of the particular annual or semi-annual
period. The Annual Report also discusses the market conditions and
investment strategies that significantly affected each Series'
performance during the year covered by the report.

You can obtain a copy of the current SAI or the most recent Annual or
Semi-Annual Reports without charge, or make other inquiries, by calling (800)
766-4683, or writing the JNL Series Trust Service Center, P.O. Box 378002,
Denver, Colorado 80237-8003.

You can also obtain information about the Trust (including its current SAI and
most recent Annual and Semi-Annual Reports) from the SEC's Internet site
(http://www.sec.gov) and from the SEC's Public Reference Room in Washington,
D.C. You can find out about the operation of the Public Reference Room and
copying charges by calling (800) SEC-0330.

The Trust's SEC file number is: 811-8894