Lord Abbett Series Fund N-CSR Certified annual shareholder report (management investment company)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-05876

LORD ABBETT SERIES FUND, INC.

(Exact name of Registrant as specified in charter)

90 Hudson Street, Jersey City, NJ 07302

(Address of principal executive offices) (Zip code)

Brooke A. Fapohunda, Esq., Vice President & Assistant Secretary

90 Hudson Street, Jersey City, NJ 07302

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 201-6984

Date of fiscal year end: 12/31

Date of reporting period: 12/31/2016

Item 1: Report(s) to Shareholders.

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Bond Debenture Portfolio

For the fiscal year ended December 31, 2016 

Table of Contents

1	A Letter to Shareholders
3	Investment Comparison
4	Information About Your Fund’s Expenses and Holdings Presented by Sector
6	Schedule of Investments
43	Statement of Assets and Liabilities
44	Statement of Operations
45	Statements of Changes in Net Assets
46	Financial Highlights
48	Notes to Financial Statements
61	Report of Independent Registered Public Accounting Firm
62	Supplemental Information to Shareholders

Lord Abbett Series Fund — Bond Debenture Portfolio
Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds. Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Bond Debenture Portfolio for the fiscal year ended December 31, 2016. On this page, and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates. Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.   Best regards,   Daria L. Foster Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 12.13%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index¹ which returned 2.65% over the same period.

The high yield sector of the U.S. fixed income market experienced strong returns during the 12-month period, outperforming traditional government-related and investment grade securities

within the fixed income market as well as the U.S. equity market. Leveraged loans also experienced strong returns, although not to the same extent as high yield bonds.

As it has in the past, the Fund maintained a significant allocation to high yield bonds, as we remained positive on the high yield market from a fundamental perspective. The Fund’s exposure to high yield bonds likely contributed to relative performance, as the high yield market significantly outperformed the Fund’s benchmark.

1

The Fund maintained a sizable allocation to equities throughout the period, as equities provided portfolio diversification, a high degree of liquidity, and a more diverse opportunity set to express certain investment themes than did certain fixed income securities. The Fund’s allocation to equities likely contributed to relative performance, as the asset class outperformed the Bloomberg Barclays U.S. Aggregate Bond Index.

Within the Fund’s investment grade bond allocation, the Fund’s exposure to ‘AAA’ rated bonds likely detracted from performance, as ‘AAA’ rated bonds underperformed the benchmark during the period.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹   The Bloomberg Barclays U.S. Aggregate Bond Index represents securities that are SEC-registered, taxable, and dollar-denominated. The index covers the U.S. investment-grade fixed-rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities. Total return comprises price appreciation/depreciation and income as a percentage of the original investment.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense

waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

2

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Bloomberg Barclays U.S. Aggregate Bond Index and the BofA Merrill Lynch U.S. High Yield Constrained Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

	Average Annual Total Returns for the Periods Ended December 31, 2016
		1 Year		5 Years		10 Years
Class VC		12.13	%	7.00	%	6.82	%

¹   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

3

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

4

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning	Ending	Expenses
	Account	Account	Paid During
	Value	Value	Period†
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,058.60	$4.66
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.61	$4.57

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.90%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Asset Backed	2.48	%
Automotive	1.54	%
Banking	8.15	%
Basic Industry	13.53	%
Capital Goods	4.50	%
Consumer Goods	4.82	%
Energy	15.57	%
Financial Services	2.04	%
Foreign Government	4.23	%
Healthcare	5.07	%
Insurance	1.49	%
Leisure	4.32	%
Media	6.31	%
Municipal	0.33	%
Real Estate	1.28	%
Retail	4.42	%
Services	2.52	%
Technology & Electronics	5.41	%
Telecommunications	5.14	%
Transportation	2.81	%
Utility	2.85	%
Repurchase Agreement	1.19	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

5

Schedule of Investments

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
LONG-TERM INVESTMENTS 97.53%
ASSET-BACKED SECURITIES 2.04%
					’
Automobiles 0.37%
Drive Auto Receivables Trust 2016-BA D†	4.53%		8/15/2023	$	1,028	$	1,034,569
Ford Credit Auto Owner Trust 2016-C C	1.93%		4/15/2023		532		523,311
Hyundai Auto Receivables Trust 2016-B C	2.19%		11/15/2022		1,175		1,157,601
TCF Auto Receivables Owner Trust 2016-1A B†	2.32%		6/15/2022		979		966,737
Westlake Automobile Receivables Trust 2016-3A B†	2.07%		12/15/2021		277		275,914
Total							3,958,132
Other 1.67%
ALM XIX Ltd. 2016-19A C†	4.984%	#	7/15/2028		462		468,856
ALM XVIII Ltd. 2016-18A C†	5.007%	#	7/15/2027		500		504,587
Anchorage Capital CLO 7 Ltd. 2015-7A D†	4.53%	#	10/15/2027		400		391,335
Anchorage Capital CLO 8 Ltd. 2016-8A D†	4.921%	#	7/28/2028		250		253,066
Anchorage Capital CLO 9 Ltd. 2016-9A D†	4.951%	#	1/15/2029		900		894,126
Anchorage Capital CLO Ltd. 2013-1A C†	4.378%	#	7/13/2025		250		247,463
Ascentium Equipment Receivables Trust 2016-2A B†	2.50%		9/12/2022		417		410,958
BlueMountain CLO Ltd. 2016-1A D†	5.681%	#	4/20/2027		500		506,060
Engs Commercial Finance Trust 2016-1A A2†	2.63%		2/22/2022		1,063		1,057,410
Guggenheim 5180-2 CLO LP 2015-1A A2B†	3.48%	#	11/25/2027		2,500		2,522,893
JFIN CLO II Ltd. 2015-2A B1†	3.28%	#	10/19/2026		1,500		1,505,893
KKR Financial CLO Ltd. 2013-2A C†	4.632%	#	1/23/2026		500		486,630
Leaf Receivables Funding 11 LLC 2016-1 A3†	2.05%		6/15/2019		492		491,105
Leaf Receivables Funding 11 LLC 2016-1 A4†	2.49%		4/15/2022		634		630,604
OHA Loan Funding Ltd. 2013-1A D†	4.482%	#	7/23/2025		450		446,691
OZLM VIII Ltd. 2014-8A A2A†	3.03%	#	10/17/2026		1,250		1,252,151
PFS Financing Corp. 2016-BA A†	1.87%		10/15/2021		562		557,082
Sonic Capital LLC 2016-1A A2†	4.472%		5/20/2046		537		531,458
Sound Point CLO XI Ltd. 2016-1A D†	5.531%	#	7/20/2028		2,000		2,009,060
Taco Bell Funding LLC 2016-1A A23†	4.97%		5/25/2046		1,025		1,020,387
Voya CLO Ltd. 2016-2A C†	4.932%	#	7/19/2028		750		737,942
Westcott Park CLO Ltd. 2016-1A D†	5.231%	#	7/20/2028		850		849,986
Total							17,775,743
Total Asset-Backed Securities (cost $21,441,083)							21,733,875

6 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)	Fair Value
COMMON STOCKS 13.29%
Aerospace/Defense 0.21%
Huntington Ingalls Industries, Inc.	6	$	1,101,088
Northrop Grumman Corp.	5		1,170,342
Total			2,271,430
Air Transportation 0.24%
Hawaiian Holdings, Inc.*	26		1,457,832
Spirit Airlines, Inc.*	18		1,051,027
Total			2,508,859
Auto Parts & Equipment 0.36%
BorgWarner, Inc.	26		1,039,126
Chassix Holdings, Inc.	59		1,754,512
LCI Industries	10		1,060,152
Total			3,853,790
Automakers 0.24%
Oshkosh Corp.	16		1,017,284
Thor Industries, Inc.	15		1,509,755
Total			2,527,039
Banking 1.40%
Comerica, Inc.	27		1,809,274
Cullen/Frost Bankers, Inc.	15		1,311,892
Great Western Bancorp, Inc.	30		1,287,736
Hilltop Holdings, Inc.	37		1,096,849
LegacyTexas Financial Group, Inc.	29		1,239,697
PacWest Bancorp	20		1,088,800
Regions Financial Corp.	75		1,077,000
Sberbank of Russia PJSC ADR	96		1,111,200
SVB Financial Group*	12		2,111,761
Texas Capital Bancshares, Inc.*	19		1,520,960
Zions Bancorporation	31		1,313,150
Total			14,968,319
Beverages 0.10%
Boston Beer Co., Inc. (The) Class A*	6		1,082,794
Brokerage 0.12%
E*TRADE Financial Corp.*	37		1,267,462

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)	Fair Value
Building & Construction 0.27%
Granite Construction, Inc.	34	$	1,849,595
LGI Homes, Inc.*	34		969,379
Total			2,818,974
Building Materials 0.51%
Beacon Roofing Supply, Inc.*	23		1,052,331
Gibraltar Industries, Inc.*	23		974,610
Martin Marietta Materials, Inc.	6		1,332,503
Simpson Manufacturing Co., Inc.	23		1,015,000
Vulcan Materials Co.	8		1,040,747
Total			5,415,191
Chemicals 0.54%
Celanese Corp. Series A	13		1,012,754
CF Industries Holdings, Inc.	36		1,142,724
Scotts Miracle-Gro Co. (The) Class A	12		1,147,078
Trinseo SA	20		1,206,280
Versum Materials, Inc.*	45		1,249,115
Total			5,757,951
Diversified Capital Goods 0.50%
A.O. Smith Corp.	23		1,072,383
AMETEK, Inc.	22		1,058,751
Belden, Inc.	14		1,070,332
MSC Industrial Direct Co., Inc. Class A	12		1,112,653
Rockwell Automation, Inc.	8		1,050,202
Total			5,364,321
Electric: Integrated 0.21%
IDACORP, Inc.	13		1,071,315
Portland General Electric Co.	26		1,108,555
Total			2,179,870
Electronics 0.42%
Cognex Corp.	17		1,059,337
Littelfuse, Inc.	8		1,177,280
MKS Instruments, Inc.	18		1,086,782
Trimble, Inc.*	37		1,114,465
Total			4,437,864

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)	Fair Value
Energy: Exploration & Production 0.53%
Callon Petroleum Co.*	78	$	1,202,826
Concho Resources, Inc.*	8		996,091
Diamondback Energy, Inc.*	10		1,024,951
Parsley Energy, Inc. Class A*	29		1,036,267
Sanchez Energy Corp.*	2		16,380
Templar Energy LLC Class A	46		346,644
WPX Energy, Inc.*	72		1,049,521
Total			5,672,680
Environmental 0.10%
Tetra Tech, Inc.	25		1,063,648
Food: Wholesale 0.19%
Hershey Co. (The)	10		1,069,570
Mead Johnson Nutrition Co.	14		997,716
Total			2,067,286
Forestry/Paper 0.31%
KapStone Paper and Packaging Corp.	50		1,100,295
Louisiana-Pacific Corp.*	60		1,128,342
Potlatch Corp.	27		1,116,803
Total			3,345,440
Gaming 0.10%
Wynn Resorts Ltd.	12		1,045,992
Hotels 0.16%
La Quinta Holdings, Inc.*	39		559,874
Marriott International, Inc. Class A	13		1,107,912
Total			1,667,786
Integrated Energy 0.09%
NOW, Inc.*	48		986,408
Machinery 0.44%
Middleby Corp. (The)*	13		1,669,893
Nordson Corp.	16		1,786,974
Toro Co. (The)	23		1,263,015
Total			4,719,882
Managed Care 0.10%
WellCare Health Plans, Inc.*	8		1,076,352

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)		Fair Value
Media: Content 0.41%
AMC Networks, Inc. Class*		20	$	1,041,357
Netflix, Inc.*		18		2,203,269
Scripps Networks Interactive, Inc. Class A		16		1,148,343
Total				4,392,969
Medical Products 0.15%
ABIOMED, Inc.*		5		531,286
ICU Medical, Inc.*		8		1,105,125
Total				1,636,411
Metals/Mining (Excluding Steel) 0.63%
Anglo American plc*(a)	GBP	112		1,597,517
First Majestic Silver Corp. (Canada)*(b)		110		837,507
Fresnillo plc(a)	GBP	71		1,075,106
Mirabela Nickel Ltd.*(a)	AUD	2,560		18,476
MMC Norilsk Nickel PJSC ADR		70		1,177,130
Silver Wheaton Corp. (Canada)(b)		53		1,023,999
Vale SA ADR		130		994,044
Total				6,723,779
Non-Electric Utilities 0.20%
American Water Works Co., Inc.		14		1,039,668
Aqua America, Inc.		35		1,059,271
Total				2,098,939
Oil Field Equipment & Services 0.61%
Halliburton Co.		24		1,284,638
MRC Global, Inc.*		70		1,427,580
National Oilwell Varco, Inc.		29		1,093,885
Patterson-UTI Energy, Inc.		53		1,431,740
U.S. Silica Holdings, Inc.		23		1,295,081
Total				6,532,924
Packaging 0.10%
Packaging Corp. of America		12		1,048,375
Personal & Household Products 0.41%
Brunswick Corp.		20		1,068,984
Central Garden & Pet Co.*		22		737,907
Hasbro, Inc.		13		1,018,427

10 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)		Fair Value
Personal & Household Products (continued)
LVMH Moet Hennessy Louis Vuitton SE(a)	EUR	3	$	534,662
Pool Corp.		10		1,044,443
Total				4,404,423
Pharmaceuticals 0.54%
Blueprint Medicines Corp.*		21		589,050
Cantel Medical Corp.		14		1,102,500
Exelixis, Inc.*		73		1,083,331
Patheon NV (Netherlands)*(b)		39		1,116,819
Seattle Genetics, Inc.*		16		827,803
TESARO, Inc.*		8		1,075,436
Total				5,794,939
Rail 0.10%
CSX Corp.		29		1,040,174
Real Estate Investment Trusts 0.20%
DCT Industrial Trust, Inc.		23		1,089,605
EastGroup Properties, Inc.		7		535,340
Pebblebrook Hotel Trust		17		514,675
Total				2,139,620
Recreation & Travel 0.31%
Camping World Holdings, Inc. Class A		35		1,142,638
Royal Caribbean Cruises Ltd.		13		1,058,316
Vail Resorts, Inc.		7		1,069,485
Total				3,270,439
Restaurants 0.31%
Cheesecake Factory, Inc. (The)		17		1,031,433
Shake Shack, Inc. Class A*		33		1,186,975
Texas Roadhouse, Inc.		23		1,107,205
Total				3,325,613
Software/Services 0.31%
Arista Networks, Inc.*		11		1,074,341
Proofpoint, Inc.*		14		1,024,213
Veeva Systems, Inc. Class A*		29		1,198,615
Total				3,297,169

See Notes to Financial Statements. 11

Schedule of Investments (continued)

December 31, 2016

Investments	Shares (000)		Fair Value
Specialty Retail 0.55%
Kering(a)	EUR	5	$	1,134,103
Lithia Motors, Inc. Class A		11		1,040,922
Moncler SpA(a)	EUR	66		1,152,562
Ritchie Bros Auctioneers, Inc. (Canada)(b)		27		928,200
Tiffany & Co.		6		495,552
Ulta Salon, Cosmetics & Fragrance, Inc.*		4		1,049,333
Total				5,800,672
Steel Producers/Products 0.12%
Worthington Industries, Inc.		27		1,261,572
Support: Services 0.35%
Ashtead Group plc(a)	GBP	59		1,143,002
Neff Corp. Class A*		36		500,550
Science Applications International Corp.		13		1,111,643
Total System Services, Inc.		21		1,015,558
Total				3,770,753
Technology Hardware & Equipment 0.16%
NVIDIA Corp.		16		1,731,216
Telecommunications: Wireless 0.12%
T-Mobile US, Inc.*		23		1,308,237
Telecommunications: Wireline Integrated & Services 0.10%
Zayo Group Holdings, Inc.*		33		1,067,950
Theaters & Entertainment 0.10%
Live Nation Entertainment, Inc.*		39		1,043,252
Transportation: Infrastructure/Services 0.10%
Landstar System, Inc.		13		1,076,913
Trucking & Delivery 0.27%
Old Dominion Freight Line, Inc.*		20		1,743,682
Ryder System, Inc.		15		1,104,615
Total				2,848,297
Total Common Stocks (cost $125,817,510)				141,713,974

12 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
CONVERTIBLE BONDS 0.30%
Oil Field Equipment & Services 0.20%
Ensco Jersey Finance Ltd. (Jersey)†(b)		3.00%	1/31/2024	$	2,037	$	2,082,833
Support: Services 0.10%
Priceline Group, Inc. (The)		1.00%	3/15/2018		675		1,066,078
Total Convertible Bonds (cost $3,153,171)							3,148,911
	Dividend Rate			Shares (000)
CONVERTIBLE PREFERRED STOCKS 0.13%
Building & Construction 0.08%
William Lyon Homes Unit		Zero Coupon			9		828,414
Energy: Exploration & Production 0.05%
Sanchez Energy Corp.		4.875%			10		267,691
Sanchez Energy Corp.		6.50%			11		342,435
Total							610,126
Total Convertible Preferred Stocks (cost $1,365,338)							1,438,540
				Principal
	Interest			Amount
	Rate			(000)
FLOATING RATE LOANS(c) 4.29%
Auto Parts & Equipment 0.07%
Chassix, Inc. Initial Term Loan		12.00%	7/29/2019	$	762		765,335
Department Stores 0.10%
Belk, Inc. 1st Lien Closing Date Term Loan		5.75%	12/12/2022		1,230		1,064,977
Diversified Capital Goods 0.10%
Harsco Corp. Initial Term Loan		6.00%	11/2/2023		1,067		1,091,674
Electric: Generation 0.39%
Dayton Power & Light Co. (The) Term Loan		4.01%	8/24/2022		1,060		1,076,568
Lightstone Generation LLC Term Loan B		6.54%	1/30/2024		1,512		1,533,417
Lightstone Generation LLC Term Loan C		6.54%	1/30/2024		144		146,040
Longview Power LLC Advance Term Loan B		7.00%	4/13/2021		1,026		909,642
Moxie Liberty LLC Advance Construction Term Loan B1		7.50%	8/21/2020		525		518,682
Total							4,184,349

See Notes to Financial Statements. 13

Schedule of Investments (continued)

December 31, 2016

	Interest		Maturity	Principal Amount		Fair
Investments	Rate		Date	(000)		Value
Energy: Exploration & Production 0.58%
California Resources Corp. Term Loan		–(d)	9/24/2019	$	1,079	$	1,050,555
California Resources Corp. Term Loan		11.375%	12/31/2021		1,480		1,647,114
Chesapeake Energy Corp. Class A Term Loan		8.50%	8/23/2021		741		808,616
Chief Exploration & Development LLC 2nd Lien Term Loan		7.753%	5/16/2021		1,600		1,572,000
Jonah Energy LLC 2nd Lien Initial Term Loan		7.50%	5/12/2021		1,190		1,130,500
Total							6,208,785
Food: Wholesale 0.24%
Amplify Snack Brands, Inc. Term Loan		6.50%	8/24/2023		2,673		2,607,577
Gaming 0.44%
Amaya Holdings B.V. 1st Lien Initial Term Loan B (Netherlands)(b)		5.00%	8/1/2021		1,042		1,048,073
Caesar’s Entertainment Resort Properties LLC Term Loan B		7.00%	10/11/2020		1,235		1,248,619
Cowlitz Tribal Gaming Authority Term Loan B		11.50%	12/6/2021		2,210		2,392,325
Total							4,689,017
Health Services 0.10%
Genoa, a QoL Healthcare Co., LLC 1st Lien initial Term Loan		4.75%	10/30/2023		1,059		1,072,587
Media: Diversified 0.11%
UFC Holdings, LLC 2nd Lien Term Loan		8.50%	8/18/2024		1,107		1,140,902
Metals/Mining (Excluding Steel) 0.30%
Murray Energy Corp. Term Loan B2		8.25%	4/16/2020		1,415		1,358,219
Oxbow Carbon LLC 2nd Lien Initial Term Loan		8.00%	1/17/2020		650		638,625
Peabody Energy Corp. Term Loan		–(d)	9/24/2020		1,200		1,174,800
Total							3,171,644
Oil Field Equipment & Services 0.24%
Fairmount Santrol, Inc. Tranche B2 Term Loan		4.50%	9/5/2019		1,705		1,661,965
FTS International, Inc. Initial Term Loan		5.75%	4/16/2021		1,030		848,030
Total							2,509,995
Personal & Household Products 0.25%
Britax US Holdings, Inc. Initial Dollar Term Loan		4.50%	10/15/2020		2,421		2,072,165
FGI Operating Co. LLC Term Loan B		5.50%	4/19/2019		586		559,089
Total							2,631,254

14 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Recreation & Travel 0.10%
Delta 2 (Lux) S.A.R.L. 2nd Lien Facility Term Loan (Luxembourg)(b)		8.068%		7/29/2022	$	1,045	$	1,055,450
Specialty Retail 0.37%
Bass Pro Group, LLC Term Loan B		5.97%		12/15/2023		2,134		2,116,853
Container Store, Inc. (The) Facility Term Loan		4.25%		4/6/2019		1,193		1,095,755
Gymboree Corp. (The) Term Loan		5.00%		2/23/2018		1,342		717,299
Total								3,929,907
Support: Services 0.71%
BakerCorp International, Inc. Refinanced Term Loan		4.25%		2/7/2020		780		748,008
Monitronics International Inc. Term Loan B2		6.50%		9/30/2022		1,211		1,224,970
Safway Group Holding LLC Initial Term Loan		5.75%		8/21/2023		1,858		1,888,150
University Support Services LLC Term Loan		6.25%		7/6/2022		2,163		2,195,962
Zodiac Pool Solutions LLC 1st Lien Term Loan (France)(b)		5.50%		12/20/2023		1,529		1,543,342
Total								7,600,432
Telecommunications: Wireline Integrated & Services 0.09%
Fairpoint Communications, Inc. Term Loan		7.50%		2/14/2019		931		942,444
Trucking & Delivery 0.10%
YRC Worldwide, Inc. Initial Term Loan		8.00%		2/13/2019		1,058		1,051,134
Total Floating Rate Loans (cost $43,766,162)								45,717,463
FOREIGN BONDS(a) 0.45%
Mexico 0.09%
Red de Carreteras de Occidente S.A.P.I.B. de CV†		9.00%		6/10/2028	MXN	22,100		987,408
Netherlands 0.12%
Hema Bondco I BV†		6.25%		6/15/2019	EUR	1,300		1,272,826
Spain 0.14%
Banco Popular Espanol SA		11.50%	#	1/1/2099	EUR	1,400		1,489,980
United Kingdom 0.10%
Premier Foods Finance plc†		6.50%		3/15/2021	GBP	816		1,038,824
Total Foreign Bonds (cost $5,495,390)								4,789,038
FOREIGN GOVERNMENT OBLIGATIONS 4.31%
Angola 0.11%
Republic of Angola†(b)		9.50%		11/12/2025	$	1,200		1,165,170

See Notes to Financial Statements. 15

Schedule of Investments (continued)

December 31, 2016

				Principal
	Interest		Maturity	Amount		Fair
Investments	Rate		Date	(000)		Value
Argentina 0.85%
City of Buenos Aires†(b)		7.50%	6/1/2027	$	725	$	743,125
City of Buenos Aires†(b)		8.95%	2/19/2021		925		1,036,000
Province of Santa Fe†(b)		6.90%	11/1/2027		1,094		1,031,095
Provincia de Mendoza†(b)		8.375%	5/19/2024		1,346		1,389,745
Provincia of Neuquen†(b)		8.625%	5/12/2028		992		1,029,200
Republic of Argentina†(b)		7.50%	4/22/2026		1,618		1,702,945
Republic of Argentina(b)		8.75%	5/7/2024		1,800		2,139,975
Total							9,072,085
Australia 0.41%
Australian Government(a)		4.25%	4/21/2026	AUD	3,084		2,506,623
Queensland Treasury Corp.†(a)		4.00%	6/21/2019	AUD	2,500		1,885,087
Total							4,391,710
Bahamas 0.09%
Commonwealth of Bahamas†(b)		5.75%	1/16/2024	$	900		918,477
Bermuda 0.23%
Government of Bermuda†		4.138%	1/3/2023		1,350		1,391,040
Government of Bermuda†		4.854%	2/6/2024		975		1,018,066
Total							2,409,106
Brazil 0.14%
Federal Republic of Brazil†(b)		5.333%	2/15/2028		1,550		1,453,125
Canada 0.37%
Province of British Columbia Canada(a)		2.85%	6/18/2025	CAD	5,000		3,895,654
Cayman Islands 0.04%
Cayman Islands Government†		5.95%	11/24/2019	$	425		469,094
Dominican Republic 0.28%
Dominican Republic†(b)		6.85%	1/27/2045		3,173		3,013,462
Ethiopia 0.10%
Republic of Ethiopia†(b)		6.625%	12/11/2024		1,115		1,031,330
Gabon 0.11%
Republic of Gabon†(b)		6.375%	12/12/2024		1,300		1,216,735
Ghana 0.12%
Republic of Ghana†(b)		9.25%	9/15/2022		1,200		1,287,018

16 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

				Principal
	Interest		Maturity	Amount		Fair
Investments	Rate		Date	(000)		Value
Greece 0.09%
Hellenic Republic†(a)		4.75%	4/17/2019	EUR	1,000	$	996,197
Honduras 0.15%
Honduras Government†(b)		7.50%	3/15/2024	$	1,500		1,610,100
Jamaica 0.50%
Government of Jamaica(b)		6.75%	4/28/2028		1,500		1,646,250
Government of Jamaica(b)		7.625%	7/9/2025		1,150		1,317,566
Government of Jamaica(b)		8.00%	3/15/2039		2,110		2,353,431
Total							5,317,247
Jordan 0.10%
Kingdom of Jordan†(b)		5.75%	1/31/2027		1,135		1,078,012
Qatar 0.14%
State of Qatar†(b)		4.625%	6/2/2046		1,500		1,503,891
Russia 0.21%
Russian Federal Bond—OFZ(a)		7.60%	4/14/2021	RUB	141,915		2,272,167
United Arab Emirates 0.12%
Abu Dhabi Government International†(b)		3.125%	5/3/2026	$	1,255		1,233,937
Zambia 0.15%
Republic of Zambia†(b)		8.97%	7/30/2027		1,666		1,649,340
Total Foreign Government Obligations (cost $44,951,255)							45,983,857
HIGH YIELD CORPORATE BONDS 71.93%
Advertising 0.32%
Clear Channel Worldwide Holdings, Inc.		6.50%	11/15/2022		1,579		1,622,422
Lamar Media Corp.		5.75%	2/1/2026		566		597,838
Southern Graphics, Inc.†		8.375%	10/15/2020		1,200		1,224,000
Total							3,444,260
Aerospace/Defense 0.51%
Huntington Ingalls Industries, Inc.†		5.00%	12/15/2021		2,050		2,139,687
Huntington Ingalls Industries, Inc.†		5.00%	11/15/2025		498		518,542
L-3 Communications Corp.		3.85%	12/15/2026		703		700,224
Lockheed Martin Corp.		4.70%	5/15/2046		877		957,830
TransDigm, Inc.		6.50%	7/15/2024		1,111		1,167,939
Total							5,484,222

See Notes to Financial Statements. 17

Schedule of Investments (continued)

December 31, 2016

						Principal
	Interest			Maturity		Amount		Fair
Investments	Rate			Date		(000)		Value
Air Transportation 0.48%
Air Canada (Canada)†(b)		7.75%		4/15/2021		$	1,140	$	1,279,650
Air Canada 2015-2 Class A Pass-Through Trust (Canada)†(b)		4.125%		6/15/2029			861		883,326
Air Canada 2015-2 Class B Pass-Through Trust (Canada)†(b)		5.00%		6/15/2025			1,859		1,861,319
Avianca Holdings SA/Avianca Leasing LLC/Grupo Taca Holdings Ltd. (Panama)†(b)		8.375%		5/10/2020			1,090		1,111,800
Total									5,136,095
Auto Parts & Equipment 0.68%
Allison Transmission, Inc.†		5.00%		10/1/2024			1,250		1,265,625
Gates Global LLC/Gates Global Co.†		6.00%		7/15/2022			1,617		1,589,511
International Automotive Components Group SA (Luxembourg)†(b)		9.125%		6/1/2018			1,186		1,162,280
MPG Holdco I, Inc.		7.375%		10/15/2022			1,036		1,087,800
Nemak SA de CV (Mexico)†(b)		5.50%		2/28/2023			826		823,935
TI Group Automotive Systems LLC†		8.75%		7/15/2023			1,250		1,312,500
Total									7,241,651
Automakers 0.27%
BMW US Capital LLC†		2.80%		4/11/2026			1,024		987,311
General Motors Co.		6.25%		10/2/2043			1,714		1,901,239
Total									2,888,550
Banking 6.51%
ABN AMRO Bank NV (Netherlands)†(b)		4.75%		7/28/2025			1,976		2,006,745
ANZ New Zealand Int’l Ltd. (United Kingdom)†(b)		2.125%		7/28/2021			1,510		1,470,092
Associated Banc-Corp.		4.25%		1/15/2025			1,000		992,684
Australia & New Zealand Banking Group Ltd. (United Kingdom)†(b)		6.75%	#	–	(e)		1,415		1,497,745
Banco Bilbao Vizcaya Argentaria SA (Spain)(b)		9.00%	#	–	(e)		800		836,198
Banco de Bogota SA (Colombia)†(b)		6.25%		5/12/2026			700		715,750
Banco de Galicia y Buenos Aires SA (Argentina)†(b)		8.25%	#	7/19/2026			1,000		1,047,500
Bank of America Corp.		4.25%		10/22/2026			1,468		1,488,734
Bank of America Corp.		4.45%		3/3/2026			2,501		2,582,213
BankUnited, Inc.		4.875%		11/17/2025			2,525		2,504,709
BNP Paribas SA (France)†(b)		6.75%	#	–	(e)		1,617		1,598,809
Citigroup, Inc.		4.45%		9/29/2027			1,473		1,499,520
Citizens Financial Group, Inc.		4.35%		8/1/2025			831		836,348
Citizens Financial Group, Inc.		5.50%	#	–	(e)		1,495		1,487,525
Comerica, Inc.		3.80%		7/22/2026			1,258		1,241,121

18 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

						Principal
	Interest			Maturity		Amount		Fair
Investments	Rate			Date		(000)		Value
Banking (continued)
Commonwealth Bank of Australia (Australia)†(b)		4.50%		12/9/2025		$	973	$	998,075
Compass Bank		3.875%		4/10/2025			1,100		1,048,628
Credit Suisse Group AG (Switzerland)†(b)		7.50%	#	–	(e)		1,075		1,128,669
Fifth Third Bancorp		8.25%		3/1/2038			1,708		2,388,044
First Republic Bank		4.375%		8/1/2046			80		72,993
Global Bank Corp. (Panama)†(b)		4.50%		10/20/2021			1,500		1,464,300
Goldman Sachs Group, Inc. (The)		3.50%		1/23/2025			1,545		1,527,101
Goldman Sachs Group, Inc. (The)		5.15%		5/22/2045			1,911		2,017,370
HSBC Holdings plc (United Kingdom)(b)		4.25%		8/18/2025			4,671		4,722,185
Industrial & Commercial Bank of China Ltd.		3.231%		11/13/2019			1,550		1,590,057
Intesa Sanpaolo SpA (Italy)†(b)		5.71%		1/15/2026			1,269		1,213,074
Intesa Sanpaolo SpA (Italy)†(b)		7.70%	#	–	(e)		1,851		1,746,881
JPMorgan Chase & Co.		3.90%		7/15/2025			1,900		1,955,797
JPMorgan Chase & Co.		6.75%	#	–	(e)		888		957,930
KeyBank NA		2.50%		11/22/2021			1,508		1,499,403
Lloyds Banking Group plc (United Kingdom)(b)		4.582%		12/10/2025			975		981,495
Lloyds Banking Group plc (United Kingdom)(b)		7.50%	#	–	(e)		1,019		1,052,118
M&T Bank Corp.		5.125%	#	–	(e)		1,147		1,111,156
Macquarie Group Ltd. (Australia)†(b)		6.00%		1/14/2020			725		786,022
Morgan Stanley		3.125%		7/27/2026			2,144		2,052,507
Morgan Stanley		4.00%		7/23/2025			937		962,174
National Savings Bank (Sri Lanka)†(b)		5.15%		9/10/2019			950		937,859
People’s United Bank NA		4.00%		7/15/2024			1,100		1,085,301
Popular, Inc.		7.00%		7/1/2019			2,125		2,202,031
Royal Bank of Scotland Group plc (United Kingdom)(b)		5.125%		5/28/2024			584		583,183
Royal Bank of Scotland Group plc (United Kingdom)(b)		6.10%		6/10/2023			506		530,338
Royal Bank of Scotland Group plc (United Kingdom)(b)		6.125%		12/15/2022			506		538,717
Royal Bank of Scotland Group plc (United Kingdom)(b)		7.50%	#	–	(e)		2,235		2,123,250
Royal Bank of Scotland Group plc (United Kingdom)(b)		8.625%	#	–	(e)		870		889,575
Sberbank of Russia Via SB Capital SA (Luxembourg)†(b)		5.50%	#	2/26/2024			1,095		1,115,531
Standard Chartered plc (United Kingdom)†(b)		7.50%	#	–	(e)		1,025		1,025,000
SVB Financial Group		3.50%		1/29/2025			999		964,241
Toronto-Dominion Bank (The) (Canada)(b)		3.625%	#	9/15/2031			750		733,862

See Notes to Financial Statements. 19

Schedule of Investments (continued)

December 31, 2016

						Principal
	Interest			Maturity		Amount		Fair
Investments	Rate			Date		(000)		Value
Banking (continued)
UBS AG/Stamford CT		7.625%		8/17/2022		$	606	$	688,568
UBS Group AG (Switzerland)(b)		7.00%	#	–	(e)		1,000		1,051,750
Washington Mutual Bank(f)		6.875%		6/15/2011			1,250		125
Wells Fargo & Co.		4.90%		11/17/2045			1,759		1,810,927
Wells Fargo Capital X		5.95%		12/1/2086			101		105,545
Total									69,467,475
Beverages 1.37%
Anheuser-Busch InBev Finance, Inc.		3.65%		2/1/2026			4,153		4,224,000
Bacardi Ltd.†		2.75%		7/15/2026			999		934,187
Brown-Forman Corp.		4.50%		7/15/2045			1,572		1,647,288
Coca-Cola Bottling Co. Consolidated		3.80%		11/25/2025			877		882,298
Constellation Brands, Inc.		4.25%		5/1/2023			1,300		1,354,457
Constellation Brands, Inc.		6.00%		5/1/2022			1,343		1,521,404
Dr. Pepper Snapple Group, Inc.		4.50%		11/15/2045			879		895,373
PepsiCo, Inc.		3.60%		3/1/2024			1,653		1,725,621
PepsiCo, Inc.		4.25%		10/22/2044			419		433,772
PepsiCo, Inc.		4.45%		4/14/2046			927		989,784
Total									14,608,184
Brokerage 0.08%
TD Ameritrade Holding Corp.		2.95%		4/1/2022			800		810,529
Building & Construction 1.41%
Ashton Woods USA LLC/Ashton Woods Finance Co.†		6.875%		2/15/2021			1,220		1,180,350
Brookfield Residential Properties, Inc. (Canada)†(b)		6.50%		12/15/2020			632		649,380
Brookfield Residential Properties, Inc./Brookfield Residential U.S. Corp. (Canada)†(b)		6.125%		7/1/2022			947		956,470
DR Horton, Inc.		4.75%		2/15/2023			580		595,950
K. Hovnanian Enterprises, Inc.†		7.25%		10/15/2020			1,564		1,482,359
Lennar Corp.		4.75%		11/15/2022			1,754		1,806,620
Lennar Corp.		4.75%		5/30/2025			830		813,400
PulteGroup, Inc.		5.00%		1/15/2027			1,759		1,677,646
PulteGroup, Inc.		6.375%		5/15/2033			2,250		2,255,625
Toll Brothers Finance Corp.		5.625%		1/15/2024			1,000		1,042,500
William Lyon Homes, Inc.		7.00%		8/15/2022			2,514		2,614,560
Total									15,074,860

20 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Building Materials 1.78%
Allegion plc (Ireland)(b)		5.875	%	9/15/2023	$	409	$	435,585
Builders FirstSource, Inc.†		5.625	%	9/1/2024		752		758,580
Builders FirstSource, Inc.†		10.75	%	8/15/2023		1,075		1,238,938
Cemex SAB de CV (Mexico)†(b)		7.75	%	4/16/2026		1,996		2,215,560
Eagle Materials, Inc.		4.50	%	8/1/2026		768		769,920
FBM Finance, Inc.†		8.25	%	8/15/2021		1,003		1,063,180
HD Supply, Inc.†		5.75	%	4/15/2024		458		484,656
Hillman Group, Inc. (The)†		6.375	%	7/15/2022		1,311		1,238,895
Lennox International, Inc.		3.00	%	11/15/2023		1,001		973,360
Martin Marietta Materials, Inc.		4.25	%	7/2/2024		1,146		1,166,152
Masco Corp.		4.375	%	4/1/2026		635		644,525
Masonite International Corp.†		5.625	%	3/15/2023		838		869,425
Ply Gem Industries, Inc.		6.50	%	2/1/2022		1,025		1,057,031
Standard Industries, Inc.†		5.375	%	11/15/2024		1,949		2,012,343
Standard Industries, Inc.†		5.50	%	2/15/2023		950		988,095
Voto-Votorantim Overseas Trading Operations IV Ltd.†		7.75	%	6/24/2020		1,900		2,061,500
Vulcan Materials Co.		4.50	%	4/1/2025		1,005		1,055,250
Total								19,032,995
Cable & Satellite Television 4.09%
Altice Financing SA (Luxembourg)†(b)		6.625	%	2/15/2023		1,600		1,648,000
Altice Financing SA (Luxembourg)†(b)		7.50	%	5/15/2026		515		536,888
Cablevision SA (Argentina)†(b)		6.50	%	6/15/2021		1,020		1,039,125
Cablevision Systems Corp.		5.875	%	9/15/2022		3,000		2,932,500
CCO Holdings LLC/CCO Holdings Capital Corp.†		5.125	%	5/1/2023		702		724,815
CCO Holdings LLC/CCO Holdings Capital Corp.†		5.875	%	4/1/2024		1,785		1,909,950
Charter Communications Operating LLC/Charter Communications Operating Capital		6.384	%	10/23/2035		2,701		3,092,777
Charter Communications Operating LLC/Charter Communications Operating Capital		6.484	%	10/23/2045		772		895,606
CSC Holdings LLC†		10.125	%	1/15/2023		925		1,070,688
CSC Holdings LLC†		10.875	%	10/15/2025		5,316		6,339,330
DISH DBS Corp.		7.75	%	7/1/2026		5,313		6,003,690
Mediacom Broadband LLC/Mediacom Broadband Corp.		6.375	%	4/1/2023		2,269		2,393,795
Mediacom LLC/Mediacom Capital Corp.		7.25	%	2/15/2022		325		335,969
SFR Group SA (France)†(b)		6.00	%	5/15/2022		4,132		4,255,960
Time Warner Cable, Inc.		5.875	%	11/15/2040		1,537		1,644,456
Unitymedia GmbH (Germany)†(b)		6.125	%	1/15/2025		449		463,593

See Notes to Financial Statements. 21

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Cable & Satellite Television (continued)
Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH (Germany)†(b)		5.00	%	1/15/2025	$	1,111	$	1,111,000
Unitymedia Hessen GmbH & Co. KG/Unitymedia NRW GmbH (Germany)†(b)		5.50	%	1/15/2023		2,068		2,161,060
UPCB Finance IV Ltd.†		5.375	%	1/15/2025		1,929		1,953,112
Virgin Media Finance plc (United Kingdom)†(b)		6.00	%	10/15/2024		997		1,030,649
VTR Finance BV (Netherlands)†(b)		6.875	%	1/15/2024		1,275		1,319,625
Wave Holdco LLC/Wave Holdco Corp. PIK†		8.25	%	7/15/2019		737		723,817
Total								43,586,405
Chemicals 1.65%
Albemarle Corp.		5.45	%	12/1/2044		1,524		1,642,995
Braskem Finance Ltd.		6.45	%	2/3/2024		1,002		1,059,615
Celanese US Holdings LLC		5.875	%	6/15/2021		571		634,727
CF Industries, Inc.†		4.50	%	12/1/2026		1,090		1,073,471
Chemours Co. (The)		7.00	%	5/15/2025		1,640		1,623,600
Equate Petrochemical BV (Netherlands)†(b)		4.25	%	11/3/2026		1,350		1,292,679
GCP Applied Technologies, Inc.†		9.50	%	2/1/2023		459		527,850
Grupo Idesa SA de CV (Mexico)†(b)		7.875	%	12/18/2020		1,450		1,319,500
Hexion, Inc.		6.625	%	4/15/2020		1,191		1,059,990
Kraton Polymers LLC/Kraton Polymers Capital Corp.†		10.50	%	4/15/2023		1,025		1,160,812
Momentive Performance Materials, Inc.		3.88	%	10/24/2021		1,278		1,207,710
NOVA Chemicals Corp. (Canada)†(b)		5.25	%	8/1/2023		1,129		1,144,524
TPC Group, Inc.†		8.75	%	12/15/2020		410		348,500
Trinseo Materials Operating SCA/Trinseo Materials Finance, Inc. (Luxembourg)†(b)		6.75	%	5/1/2022		505		531,513
Tronox Finance LLC		6.375	%	8/15/2020		206		193,640
Tronox Finance LLC†		7.50	%	3/15/2022		1,838		1,723,125
Westlake Chemical Corp.†		5.00	%	8/15/2046		1,108		1,098,623
Total								17,642,874
Consumer/Commercial/Lease Financing 0.99%
Discover Bank/Greenwood DE		3.45	%	7/27/2026		1,823		1,763,851
Nationstar Mortgage LLC/Nationstar Capital Corp.		6.50	%	7/1/2021		1,788		1,819,290
Navient Corp.		5.00	%	10/26/2020		964		985,690
Navient Corp.		5.875	%	10/25/2024		419		400,145
Navient Corp.		6.125	%	3/25/2024		771		752,689
Navient Corp.		6.625	%	7/26/2021		3,011		3,191,660
NFP Corp.†		9.00	%	7/15/2021		1,553		1,644,238
Total								10,557,563

22 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

						Principal
	Interest			Maturity		Amount		Fair
Investments	Rate			Date		(000)		Value
Discount Stores 0.65%
Amazon.com, Inc.		4.80%		12/5/2034		$	6,312	$	6,968,315
Diversified Capital Goods 1.59%
Accudyne Industries Borrower/Accudyne Industries LLC (Luxembourg)†(b)		7.75%		12/15/2020			1,225		1,025,937
Apex Tool Group LLC†		7.00%		2/1/2021			614		552,600
BCD Acquisition, Inc.†		9.625%		9/15/2023			1,020		1,096,500
Fortive Corp.†		3.15%		6/15/2026			1,019		1,006,223
Fortive Corp.†		4.30%		6/15/2046			509		506,076
General Cable Corp.		5.75%		10/1/2022			1,152		1,123,200
General Electric Co.		5.00%	#	–	(e)		2,356		2,447,766
Griffon Corp.		5.25%		3/1/2022			1,163		1,182,771
Siemens Financieringsmaatschappij NV (Netherlands)†(b)		3.25%		5/27/2025			1,235		1,239,650
SPX FLOW, Inc.†		5.625%		8/15/2024			523		528,230
SPX FLOW, Inc.†		5.875%		8/15/2026			753		754,882
Unifrax I LLC/Unifrax Holding Co.†		7.50%		2/15/2019			1,199		1,199,000
Valmont Industries, Inc.		5.25%		10/1/2054			2,656		2,335,442
Wabtec Corp.†		3.45%		11/15/2026			1,998		1,924,566
Total									16,922,843
Electric: Generation 0.51%
Energy Future Intermediate Holding Co. LLC/EFIH Finance, Inc.†(f)		10.00%		12/1/2020			2,300		523,250
Illinois Power Generating Co.(f)		7.00%		4/15/2018			1,757		632,520
Listrindo Capital BV (Netherlands)†(b)		4.95%		9/14/2026			1,243		1,214,318
NSG Holdings LLC/NSG Holdings, Inc.†		7.75%		12/15/2025			1,845		2,000,043
Talen Energy Supply LLC		6.50%		6/1/2025			1,371		1,065,952
Total									5,436,083
Electric: Integrated 1.38%
AES Panama SRL (Panama)†(b)		6.00%		6/25/2022			577		600,080
Black Hills Corp.		4.20%		9/15/2046			803		768,667
Cleco Corporate Holdings LLC†		4.973%		5/1/2046			1,221		1,240,793
El Paso Electric Co.		5.00%		12/1/2044			1,953		2,044,135
Emera, Inc. (Canada)(b)		6.75%	#	6/15/2076			1,916		2,059,700
Entergy Arkansas, Inc.		4.95%		12/15/2044			1,909		1,952,172
Entergy Mississippi, Inc.		2.85%		6/1/2028			1,525		1,450,168
Indianapolis Power & Light Co.†		4.05%		5/1/2046			2,043		1,936,272
IPALCO Enterprises, Inc.		3.45%		7/15/2020			168		171,780

See Notes to Financial Statements. 23

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Electric: Integrated (continued)
Louisville Gas & Electric Co.		4.375	%	10/1/2045	$	598	$	630,010
Puget Energy, Inc.		3.65	%	5/15/2025		909		897,434
Southern California Edison Co.		3.90	%	3/15/2043		1,000		985,837
Total								14,737,048
Electronics 1.61%
Micron Technology, Inc.†		7.50	%	9/15/2023		1,435		1,592,850
NVIDIA Corp.		3.20	%	9/16/2026		3,622		3,489,576
NXP BV/NXP Funding LLC (Netherlands)†(b)		3.875	%	9/1/2022		3,511		3,563,665
NXP BV/NXP Funding LLC (Netherlands)†(b)		4.625	%	6/1/2023		984		1,035,660
Qorvo, Inc.		7.00	%	12/1/2025		2,879		3,202,887
QUALCOMM, Inc.		4.65	%	5/20/2035		500		529,533
QUALCOMM, Inc.		4.80	%	5/20/2045		500		535,577
Trimble, Inc.		4.75	%	12/1/2024		3,132		3,176,753
Total								17,126,501
Energy: Exploration & Production 6.11%
Bill Barrett Corp.		7.00	%	10/15/2022		1,261		1,210,560
Bonanza Creek Energy, Inc.		6.75	%	4/15/2021		1,270		952,500
Carrizo Oil & Gas, Inc.		6.25	%	4/15/2023		1,916		1,973,480
Chaparral Energy, Inc.(f)		7.625	%	11/15/2022		859		773,100
Chaparral Energy, Inc.(f)		8.25	%	9/1/2021		1,036		934,990
Chesapeake Energy Corp.		4.875	%	4/15/2022		636		583,530
Chesapeake Energy Corp.		6.625	%	8/15/2020		2,669		2,709,035
Clayton Williams Energy, Inc.		7.75	%	4/1/2019		1,035		1,045,350
Concho Resources, Inc.		5.50	%	4/1/2023		3,820		3,977,766
CONSOL Energy, Inc.		5.875	%	4/15/2022		1,065		1,049,025
CONSOL Energy, Inc.		8.00	%	4/1/2023		1,091		1,125,094
Continental Resources, Inc.		4.50	%	4/15/2023		1,099		1,082,515
Continental Resources,Inc.		3.80	%	6/1/2024		3,075		2,852,062
CrownRock LP/CrownRock Finance, Inc.†		7.125	%	4/15/2021		2,840		2,967,800
Denbury Resources, Inc.		4.625	%	7/15/2023		617		498,228
Denbury Resources, Inc.		5.50	%	5/1/2022		2,783		2,442,082
Eclipse Resources Corp.		8.875	%	7/15/2023		1,229		1,288,914
EP Energy LLC/Everest Acquisition Finance, Inc.		9.375	%	5/1/2020		1,082		1,002,873
Gulfport Energy Corp.		6.625	%	5/1/2023		197		206,850
Hilcorp Energy I LP/Hilcorp Finance Co.†		5.00	%	12/1/2024		2,703		2,696,242
Kosmos Energy Ltd. †		7.875	%	8/1/2021		2,175		2,175,000
Marathon Oil Corp.		3.85	%	6/1/2025		562		545,955

24 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Energy: Exploration & Production (continued)
MEG Energy Corp. (Canada)†(b)		6.375	%	1/30/2023	$	1,661	$	1,486,595
MEG Energy Corp. (Canada)†(b)		7.00	%	3/31/2024		4,023		3,660,930
Murphy Oil Corp.		6.875	%	8/15/2024		517		551,898
Newfield Exploration Co.		5.625	%	7/1/2024		2,399		2,512,952
Oasis Petroleum, Inc.		6.875	%	3/15/2022		1,168		1,203,040
Occidental Petroleum Corp.		4.40	%	4/15/2046		805		821,209
PDC Energy, Inc.†		6.125	%	9/15/2024		449		461,348
PDC Energy, Inc.		7.75	%	10/15/2022		2,550		2,728,500
Petrobras Argentina SA (Argentina)†(b)		7.375	%	7/21/2023		1,019		996,073
Range Resources Corp.		4.875	%	5/15/2025		2,435		2,371,081
Range Resources Corp.†		5.875	%	7/1/2022		2,071		2,164,195
Rice Energy, Inc.		6.25	%	5/1/2022		1,587		1,638,578
RSP Permian, Inc.		6.625	%	10/1/2022		1,517		1,611,813
Sanchez Energy Corp.		6.125	%	1/15/2023		1,379		1,316,945
Sanchez Energy Corp.		7.75	%	6/15/2021		906		926,385
Seven Generations Energy Ltd. (Canada)†(b)		6.875	%	6/30/2023		1,779		1,894,635
SM Energy Co.		5.625	%	6/1/2025		655		635,350
SM Energy Co.		6.75	%	9/15/2026		887		918,045
Southwestern Energy Co.		6.70	%	1/23/2025		1,100		1,130,250
Tullow Oil plc (United Kingdom)†(b)		6.25	%	4/15/2022		1,106		1,034,110
WPX Energy, Inc.		6.00	%	1/15/2022		1,000		1,030,000
Total								65,186,883
Food & Drug Retailers 0.87%
BI-LO LLC/BI-LO Finance Corp.†		9.25	%	2/15/2019		804		685,410
Ingles Markets, Inc.		5.75	%	6/15/2023		961		992,233
New Albertson’s, Inc.		7.45	%	8/1/2029		950		902,500
New Albertson’s, Inc.		7.75	%	6/15/2026		1,700		1,691,500
Rite Aid Corp.		7.70	%	2/15/2027		2,175		2,729,625
SMU SA (Chile)†(b)		7.75	%	2/8/2020		900		877,500
Tops Holding LLC/Top Markets II Corp.†		8.00	%	6/15/2022		1,662		1,437,630
Total								9,316,398
Food: Wholesale 1.18%
Arcor SAIC (Argentina)†(b)		6.00	%	7/6/2023		1,018		1,063,810
Bunge Ltd. Finance Corp.		3.25	%	8/15/2026		1,204		1,158,530
Cosan Luxembourg SA (Luxembourg)†(b)		7.00	%	1/20/2027		1,200		1,203,000
Kellogg Co.		4.50	%	4/1/2046		2,033		1,994,674
Lamb Weston Holdings, Inc.†		4.625	%	11/1/2024		1,248		1,254,240

See Notes to Financial Statements. 25

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Food: Wholesale (continued)
Land O’Lakes, Inc.†		6.00	%	11/15/2022	$	1,274	$	1,395,030
Mead Johnson Nutrition Co.		4.125	%	11/15/2025		1,319		1,350,967
Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.		4.875	%	5/1/2021		1,050		1,086,750
Post Holdings, Inc.†		7.75	%	3/15/2024		1,397		1,557,655
Post Holdings, Inc.†		8.00	%	7/15/2025		418		470,250
Total								12,534,906
Forestry/Paper 0.41%
International Paper Co.		4.40	%	8/15/2047		1,211		1,149,094
Millar Western Forest Products Ltd. (Canada)(b)		8.50	%	4/1/2021		1,010		560,550
Norbord, Inc. (Canada)†(b)		6.25	%	4/15/2023		1,475		1,534,000
Rayonier AM Products, Inc.†		5.50	%	6/1/2024		1,145		1,076,300
Total								4,319,944
Gaming 2.22%
Boyd Gaming Corp.		6.875	%	5/15/2023		1,495		1,612,731
Caesar’s Entertainment Resort Properties LLC/Caesar’s Entertainment Resort Properties Finance, Inc.		11.00	%	10/1/2021		1,050		1,152,375
Caesar’s Growth Properties Holdings LLC/Caesar’s Growth Properties Finance, Inc.		9.375	%	5/1/2022		1,496		1,620,318
Carlson Travel, Inc.†		6.75	%	12/15/2023		942		982,035
GLP Capital LP/GLP Financing II, Inc.		5.375	%	4/15/2026		704		735,962
International Game Technology plc†		6.50	%	2/15/2025		1,343		1,447,082
MCE Finance Ltd. (Hong Kong)†(b)		5.00	%	2/15/2021		1,750		1,747,601
MGM Growth Properties Operating Partnership LP/MGP Finance Co-Issuer, Inc.†		5.625	%	5/1/2024		544		571,200
MGM Resorts International		6.00	%	3/15/2023		3,985		4,313,762
MGM Resorts International		7.75	%	3/15/2022		762		878,205
Mohegan Tribal Gaming Authority†		7.875	%	10/15/2024		2,065		2,114,044
River Rock Entertainment Authority(f)		9.00	%	11/1/2018		431		89,432
Scientific Games International, Inc.		10.00	%	12/1/2022		1,120		1,120,000
Sugarhouse HSP Gaming Prop. Mezz. LP/Sugarhouse HSP Gaming Finance Corp.†		6.375	%	6/1/2021		2,490		2,496,225
Wynn Macau Ltd. (Macau)†(b)		5.25	%	10/15/2021		2,780		2,814,750
Total								23,695,722
Gas Distribution 3.73%
American Midstream Partners LP/American Midstream Finance Corp.†		8.50	%	12/15/2021		672		668,640

26 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Gas Distribution (continued)
Boardwalk Pipelines LP		5.95%		6/1/2026	$	1,570	$	1,708,425
Cheniere Corpus Christi Holdings LLC†		5.875%		3/31/2025		1,059		1,084,480
Cheniere Corpus Christi Holdings LLC†		7.00%		6/30/2024		1,017		1,105,988
Columbia Pipeline Group, Inc.		4.50%		6/1/2025		1,024		1,077,620
Dominion Gas Holdings LLC		3.60%		12/15/2024		1,175		1,193,411
Enbridge, Inc. (Canada)(b)		6.00%	#	1/15/2077		1,146		1,146,000
Energy Transfer Equity LP		5.50%		6/1/2027		1,097		1,075,060
Energy Transfer Equity LP		5.875%		1/15/2024		1,263		1,310,362
Florida Gas Transmission Co. LLC†		4.35%		7/15/2025		2,895		2,922,885
Genesis Energy LP/Genesis Energy Finance Corp.		6.75%		8/1/2022		1,240		1,294,560
IFM US Colonial Pipeline 2 LLC†		6.45%		5/1/2021		1,400		1,525,752
LBC Tank Terminals Holding Netherlands BV (Belgium)†(b)		6.875%		5/15/2023		1,419		1,458,022
Magellan Midstream Partners LP		5.00%		3/1/2026		1,369		1,503,923
MPLX LP		5.50%		2/15/2023		1,355		1,409,896
ONEOK, Inc.		4.25%		2/1/2022		794		801,940
Rockies Express Pipeline LLC†		5.625%		4/15/2020		1,160		1,226,700
Rockies Express Pipeline LLC†		6.875%		4/15/2040		1,800		1,800,000
Sabine Pass Liquefaction LLC		5.75%		5/15/2024		5,553		5,983,357
Southern Star Central Corp.†		5.125%		7/15/2022		1,145		1,165,038
Tesoro Logistics LP/Tesoro Logistics Finance Corp.		5.25%		1/15/2025		1,103		1,130,575
Tesoro Logistics LP/Tesoro Logistics Finance Corp.		5.875%		10/1/2020		439		453,268
Tesoro Logistics LP/Tesoro Logistics Finance Corp.		6.25%		10/15/2022		1,350		1,437,750
Transcanada Trust (Canada)(b)		5.875%	#	8/15/2076		2,489		2,594,782
Williams Cos., Inc. (The)		4.55%		6/24/2024		1,000		997,500
Williams Cos., Inc. (The)		5.75%		6/24/2044		518		505,050
Williams Partners LP/ACMP Finance Corp.		4.875%		5/15/2023		1,158		1,180,668
Total								39,761,652
Health Facilities 1.81%
Acadia Healthcare Co., Inc.		6.50%		3/1/2024		620		635,500
Ascension Health		3.945%		11/15/2046		1,017		973,551
Dignity Health		3.812%		11/1/2024		1,175		1,170,548
Dignity Health		4.50%		11/1/2042		246		228,153
Envision Healthcare Corp.†		5.125%		7/1/2022		632		632,790
Envision Healthcare Corp.		5.625%		7/15/2022		879		909,545
HCA, Inc.		5.25%		4/15/2025		1,375		1,438,594
HCA, Inc.		5.875%		3/15/2022		915		988,200
HCA, Inc.		7.05%		12/1/2027		390		401,700

See Notes to Financial Statements. 27

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Health Facilities (continued)
HCA, Inc.		7.50	%	2/15/2022	$	4,467	$	5,081,212
HCA, Inc.		7.58	%	9/15/2025		552		597,540
HCA, Inc.		7.69	%	6/15/2025		1,240		1,354,700
HCA, Inc.		8.36	%	4/15/2024		261		297,540
Memorial Sloan-Kettering Cancer Center		4.20	%	7/1/2055		1,250		1,216,238
MPT Operating Partnership LP/MPT Finance Corp.		5.25	%	8/1/2026		604		593,430
Northwell Healthcare, Inc.		3.979	%	11/1/2046		3,001		2,769,704
Total								19,288,945
Health Services 0.30%
inVentiv Group Holdings, Inc./inVentiv Health Inc/inVentiv Health Clinical, Inc.†		7.50	%	10/1/2024		693		729,313
Sterigenics-Nordion Holdings LLC†		6.50	%	5/15/2023		1,483		1,512,660
Sterigenics-Nordion Topco LLC PIK†		8.125	%	11/1/2021		1,005		1,002,488
Total								3,244,461
Hotels 0.36%
ESH Hospitality, Inc.†		5.25	%	5/1/2025		734		732,165
Hilton Domestic Operating Co., Inc.†		4.25	%	9/1/2024		1,254		1,222,650
Playa Resorts Holding BV (Netherlands)†(b)		8.00	%	8/15/2020		983		1,029,693
Starwood Property Trust, Inc.†		5.00	%	12/15/2021		840		853,356
Total								3,837,864
Insurance Brokerage 0.15%
Alliant Holdings Intermediate LLC†		8.25	%	8/1/2023		1,550		1,604,250
Insurance-Reinsurance 0.17%
Berkshire Hathaway, Inc.		2.75	%	3/15/2023		907		904,362
Berkshire Hathaway, Inc.		3.125	%	3/15/2026		907		902,182
Total								1,806,544
Integrated Energy 0.53%
Exxon Mobil Corp.		4.114	%	3/1/2046		1,348		1,384,227
Petrobras Global Finance BV (Netherlands)(b)		4.375	%	5/20/2023		1,228		1,075,974
Shell International Finance BV (Netherlands)(b)		6.375	%	12/15/2038		2,473		3,195,378
Total								5,655,579
Investments & Miscellaneous Financial Services 0.83%
CME Group, Inc.		3.00	%	3/15/2025		1,575		1,575,906
FMR LLC†		5.35	%	11/15/2021		800		884,423
GrupoSura Finance SA†		5.50	%	4/29/2026		1,015		1,040,629
Intercontinental Exchange, Inc.		3.75	%	12/1/2025		1,945		1,995,167

28 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Investments & Miscellaneous Financial Services (continued)
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.†		4.875	%	4/15/2045	$	547	$	435,723
OM Asset Management plc (United Kingdom)(b)		4.80	%	7/27/2026		1,571		1,491,273
Unifin Financiera SAB de CV SOFOM ENR (Mexico)†(b)		7.25	%	9/27/2023		1,500		1,468,500
Total								8,891,621
Life Insurance 0.56%
CNO Financial Group, Inc.		5.25	%	5/30/2025		1,480		1,485,550
Lincoln National Corp.		3.625	%	12/12/2026		1,176		1,175,693
Lincoln National Corp.		6.30	%	10/9/2037		265		314,042
Teachers Insurance & Annuity Association of America†		4.90	%	9/15/2044		1,424		1,544,027
TIAA Asset Management Finance Co. LLC†		4.125	%	11/1/2024		1,453		1,470,019
Total								5,989,331
Machinery 0.20%
Milacron LLC/Mcron Finance Corp.†		7.75	%	2/15/2021		1,125		1,161,562
Xylem, Inc.		4.375	%	11/1/2046		1,004		993,100
Total								2,154,662
Managed Care 0.30%
Centene Corp.		6.125	%	2/15/2024		1,948		2,057,575
MPH Acquisition Holdings LLC†		7.125	%	6/1/2024		1,034		1,090,973
Total								3,148,548
Media: Content 1.31%
Activision Blizzard, Inc.†		3.40	%	9/15/2026		1,501		1,427,538
AMC Networks, Inc.		4.75	%	12/15/2022		2,385		2,408,850
Discovery Communications LLC		4.875	%	4/1/2043		1,051		974,686
Discovery Communications LLC		4.95	%	5/15/2042		1,093		1,011,606
iHeartCommunications, Inc.		9.00	%	3/1/2021		2,025		1,506,094
Netflix, Inc.†		4.375	%	11/15/2026		1,100		1,068,375
Netflix, Inc.		5.50	%	2/15/2022		1,266		1,370,445
Netflix, Inc.		5.875	%	2/15/2025		1,661		1,795,956
Sirius XM Radio, Inc.†		6.00	%	7/15/2024		1,075		1,126,063
Univision Communications, Inc.†		5.125	%	2/15/2025		1,366		1,311,360
Total								14,000,973
Medical Products 1.40%
Boston Scientific Corp.		7.00	%	11/15/2035		2,396		2,936,789
Edwards Lifesciences Corp.		2.875	%	10/15/2018		552		560,533

See Notes to Financial Statements. 29

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments		Rate		Date		(000)		Value
Medical Products (continued)
Fresenius Medical Care US Finance II, Inc.†		4.75	%	10/15/2024	$	475	$	482,125
Fresenius Medical Care US Finance II, Inc.†		5.875	%	1/31/2022		2,425		2,667,500
Grifols Worldwide Operations Ltd. (Ireland)(b)		5.25	%	4/1/2022		2,463		2,561,520
Hologic, Inc.†		5.25	%	7/15/2022		1,030		1,087,938
Medtronic, Inc.		4.375	%	3/15/2035		1,779		1,885,630
Ortho-Clinical Diagnostics, Inc./Ortho-Clinical Diagnostics SA†		6.625	%	5/15/2022		1,225		1,090,250
Stryker Corp.		3.50	%	3/15/2026		635		642,219
Stryker Corp.		4.625	%	3/15/2046		972		995,086
Total								14,909,590
Metals/Mining (Excluding Steel) 4.42%
Alcoa Nederland Holding BV (Netherlands)†(b)		6.75	%	9/30/2024		1,417		1,540,988
Aleris International, Inc.		7.875	%	11/1/2020		1,193		1,201,948
Aleris International, Inc.†		9.50	%	4/1/2021		1,411		1,520,353
ALROSA Finance SA (Luxembourg)†(b)		7.75	%	11/3/2020		900		1,018,539
Anglo American Capital plc (United Kingdom)†(b)		4.125	%	4/15/2021		717		733,133
Anglo American Capital plc (United Kingdom)†(b)		4.875	%	5/14/2025		660		672,375
AngloGold Ashanti Holdings plc (Isle of Man)(b)		6.50	%	4/15/2040		728		658,840
Coeur Mining, Inc.		7.875	%	2/1/2021		852		888,210
First Quantum Minerals Ltd. (Canada)†(b)		6.75	%	2/15/2020		880		882,200
First Quantum Minerals Ltd. (Canada)†(b)		7.25	%	10/15/2019		220		223,300
FMG Resources (August 2006) Pty Ltd. (Australia)†(b)		9.75	%	3/1/2022		1,775		2,067,999
Freeport-McMoRan, Inc.		3.55	%	3/1/2022		2,520		2,356,200
Freeport-McMoRan, Inc.		3.875	%	3/15/2023		4,459		4,113,427
Glencore Funding LLC†		4.125	%	5/30/2023		1,141		1,149,838
Grinding Media, Inc./MC Grinding Media Canada, Inc.†		7.375	%	12/15/2023		686		722,427
HudBay Minerals, Inc. (Canada)†(b)		7.25	%	1/15/2023		298		309,175
HudBay Minerals, Inc. (Canada)†(b)		7.625	%	1/15/2025		665		692,850
Imperial Metals Corp. (Canada)†(b)		7.00	%	3/15/2019		1,050		1,008,000
Indo Energy Finance BV (Netherlands)†(b)		7.00	%	5/7/2018		500		470,000
Indo Energy Finance II BV (Netherlands)†(b)		6.375	%	1/24/2023		908		662,677
Kinross Gold Corp. (Canada)(b)		5.125	%	9/1/2021		1,825		1,862,631
Kinross Gold Corp. (Canada)(b)		5.95	%	3/15/2024		2,299		2,339,232
Lundin Mining Corp. (Canada)†(b)		7.875	%	11/1/2022		1,150		1,256,375
Mirabela Nickel Ltd. (Australia)(b)		1.00	%	9/10/2044		15		2
MMC Norilsk Nickel OJSC via MMC Finance DAC (Ireland)†(b)		6.625	%	10/14/2022		1,500		1,675,500

30 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Metals/Mining (Excluding Steel) (continued)
New Gold, Inc. (Canada)†(b)		6.25%		11/15/2022	$	2,498	$	2,572,940
New Gold, Inc. (Canada)†(b)		7.00%		4/15/2020		771		794,130
Newmont Mining Corp.		6.25%		10/1/2039		2,384		2,631,035
Novelis Corp.†		5.875%		9/30/2026		1,000		1,012,500
Novelis Corp.†		6.25%		8/15/2024		974		1,034,875
Peabody Energy Corp.†(f)		10.00%		3/15/2022		1,310		1,169,175
Rain CII Carbon LLC/CII Carbon Corp.†		8.00%		12/1/2018		655		655,000
Rain CII Carbon LLC/CII Carbon Corp.†(a)		8.50%		1/15/2021	EUR	475		498,759
Teck Resources Ltd. (Canada)(b)		4.75%		1/15/2022	$	2,605		2,624,537
Teck Resources Ltd. (Canada)†(b)		8.50%		6/1/2024		1,169		1,350,195
Vale Overseas Ltd. (Brazil)(b)		6.25%		8/10/2026		1,443		1,504,328
Volcan Cia Minera SAA (Peru)†(b)		5.375%		2/2/2022		1,293		1,285,242
Total								47,158,935
Monoline Insurance 0.12%
MGIC Investment Corp.		5.75%		8/15/2023		1,204		1,258,180
Non-Electric Utilities 0.13%
Brooklyn Union Gas Co. (The)†		3.407%		3/10/2026		1,368		1,377,368
Oil Field Equipment & Services 2.34%
Diamond Offshore Drilling, Inc.		5.70%		10/15/2039		417		329,430
Ensco plc (United kingdom)(b)		4.50%		10/1/2024		184		158,240
Ensco plc (United kingdom)(b)		5.20%		3/15/2025		1,770		1,537,546
Forum Energy Technologies, Inc.		6.25%		10/1/2021		1,300		1,306,500
FTS International, Inc.		6.25%		5/1/2022		303		253,005
FTS International, Inc.†		8.463%	#	6/15/2020		1,177		1,178,471
Halliburton Co.		3.80%		11/15/2025		971		988,240
Halliburton Co.		5.00%		11/15/2045		506		547,825
Hornbeck Offshore Services, Inc.		5.00%		3/1/2021		937		632,475
Nabors Industries, Inc.		4.625%		9/15/2021		197		201,239
Nabors Industries, Inc.†		5.50%		1/15/2023		2,575		2,687,656
Noble Holding International Ltd.		4.625%		3/1/2021		503		484,138
Noble Holding International Ltd.		7.20%		4/1/2025		543		511,778
Noble Holding International Ltd.		7.75%		1/15/2024		1,680		1,584,408
Oceaneering International, Inc.		4.65%		11/15/2024		1,570		1,551,100
Precision Drilling Corp. (Canada)(b)		5.25%		11/15/2024		1,861		1,749,340
Precision Drilling Corp. (Canada)(b)		6.50%		12/15/2021		377		384,540
Precision Drilling Corp. (Canada)†(b)		7.75%		12/15/2023		553		586,180
SESI LLC		6.375%		5/1/2019		535		537,675

See Notes to Financial Statements. 31

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Oil Field Equipment & Services (continued)
SESI LLC		7.125%		12/15/2021	$	615	$	628,838
Transocean Phoenix 2 Ltd.†		7.75%		10/15/2024		1,023		1,084,380
Transocean Proteus Ltd.†		6.25%		12/1/2024		1,499		1,520,556
Unit Corp.		6.625%		5/15/2021		1,299		1,266,525
Weatherford International Ltd.		7.75%		6/15/2021		2,126		2,155,232
Weatherford International Ltd.†		9.875%		2/15/2024		1,000		1,068,120
Total								24,933,437
Oil Refining & Marketing 0.32%
Citgo Holding, Inc.†		10.75%		2/15/2020		1,987		2,140,993
Valero Energy Partners LP		4.375%		12/15/2026		1,205		1,218,186
Total								3,359,179
Packaging 0.78%
BWAY Holding Co.†		9.125%		8/15/2021		1,052		1,115,120
Coveris Holdings SA (Luxembourg)†(b)		7.875%		11/1/2019		1,024		1,021,440
Crown Cork & Seal Co., Inc.		7.375%		12/15/2026		1,295		1,456,875
Graphic Packaging International, Inc.		4.875%		11/15/2022		969		995,647
Pactiv LLC		7.95%		12/15/2025		825		878,625
Sealed Air Corp.†		4.875%		12/1/2022		975		1,005,469
Sealed Air Corp.†		6.875%		7/15/2033		1,850		1,891,625
Total								8,364,801
Personal & Household Products 0.82%
Brunswick Corp.†		4.625%		5/15/2021		445		452,231
FGI Operating Co. LLC/FGI Finance, Inc.		7.875%		5/1/2020		1,582		1,352,610
Gibson Brands, Inc.†		8.875%		8/1/2018		2,225		2,069,250
Newell Brands, Inc.		5.50%		4/1/2046		1,815		2,088,464
SC Johnson & Son, Inc.†		4.75%		10/15/2046		805		868,140
Spectrum Brands, Inc.		5.75%		7/15/2025		817		851,723
Springs Industries, Inc.		6.25%		6/1/2021		1,007		1,047,280
Total								8,729,698
Pharmaceuticals 0.30%
Jaguar Holding Co. II/Pharmaceutical Product
Development LLC†		6.375%		8/1/2023		1,225		1,313,812
Pfizer, Inc.		5.60%		9/15/2040		1,578		1,908,279
Total								3,222,091
Property & Casualty 0.47%
Allstate Corp. (The)		5.75%	#	8/15/2053		974		1,008,845

32 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

					Principal
	Interest			Maturity	Amount		Fair
Investments	Rate			Date	(000)		Value
Property & Casualty (continued)
Arch Capital Finance LLC		5.031	%	12/15/2046	$	1,507	$	1,583,623
Chubb INA Holdings, Inc.		4.35	%	11/3/2045		876		927,623
Hanover Insurance Group, Inc. (The)		4.50	%	4/15/2026		1,526		1,536,244
Total								5,056,335
Rail 0.75%
Central Japan Railway Co. (Japan)†(b)		4.25	%	11/24/2045		1,524		1,556,524
CSX Corp.		4.25	%	11/1/2066		1,502		1,377,400
Florida East Coast Holdings Corp.†		6.75	%	5/1/2019		1,830		1,898,625
Florida East Coast Holdings Corp.†		9.75	%	5/1/2020		1,608		1,660,260
Kansas City Southern		3.125	%	6/1/2026		509		485,750
Watco Cos. LLC/Watco Finance Corp.†		6.375	%	4/1/2023		962		1,000,480
Total								7,979,039
Real Estate Investment Trusts 1.06%
Brixmor Operating Partnership LP		3.25	%	9/15/2023		1,504		1,460,277
Brixmor Operating Partnership LP		3.85	%	2/1/2025		1,520		1,499,333
Brixmor Operating Partnership LP		3.875	%	8/15/2022		1,531		1,562,676
CubeSmart LP		4.00	%	11/15/2025		878		892,807
Digital Realty Trust LP		4.75	%	10/1/2025		989		1,028,290
Healthcare Trust of America Holdings LP		3.50	%	8/1/2026		1,010		967,123
Jababeka International BV (Netherlands)†(b)		6.50	%	10/5/2023		1,000		981,977
Tanger Properties LP		3.125	%	9/1/2026		1,206		1,135,174
VEREIT Operating Partnership LP		4.60	%	2/6/2024		730		737,300
VEREIT Operating Partnership LP		4.875	%	6/1/2026		1,025		1,042,015
Total								11,306,972
Recreation & Travel 0.33%
Royal Caribbean Cruises Ltd.		7.50	%	10/15/2027		2,950		3,495,750
Restaurants 0.71%
Arcos Dorados Holdings, Inc. (Uruguay)†(b)		6.625	%	9/27/2023		1,080		1,112,400
KFC Holding Co./Pizza Hut Holdings LLC/Taco Bell of America LLC†		5.00	%	6/1/2024		1,515		1,550,981
McDonald’s Corp.		3.70	%	1/30/2026		835		851,704
McDonald’s Corp.		4.60	%	5/26/2045		1,012		1,049,098
McDonald’s Corp.		4.875	%	12/9/2045		879		945,194
PF Chang’s China Bistro, Inc.†		10.25	%	6/30/2020		1,093		1,073,873
Seminole Hard Rock Entertainment, Inc./Seminole Hard Rock International LLC†		5.875	%	5/15/2021		975		970,125
Total								7,553,375

See Notes to Financial Statements. 33

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Software/Services 1.76%
Alibaba Group Holding Ltd. (China)(b)	3.125%	11/28/2021	$	2,150	$	2,152,356
Camelot Finance SA (Luxembourg)†(b)	7.875%	10/15/2024		923		957,613
First Data Corp.†	7.00%	12/1/2023		2,996		3,198,230
Hewlett Packard Enterprise Co.	6.35%	10/15/2045		1,518		1,538,382
Microsoft Corp.	3.70%	8/8/2046		522		492,737
Microsoft Corp.	4.00%	2/12/2055		3,175		3,011,411
MSCI, Inc.†	5.75%	8/15/2025		961		1,025,868
Oracle Corp.	4.375%	5/15/2055		2,047		2,041,637
Priceline Group, Inc. (The)	3.60%	6/1/2026		1,015		1,005,826
Solera LLC/Solera Finance, Inc.†	10.50%	3/1/2024		1,010		1,141,300
VeriSign, Inc.	4.625%	5/1/2023		872		885,080
VeriSign, Inc.	5.25%	4/1/2025		741		763,230
Visa, Inc.	4.30%	12/14/2045		477		504,741
Total						18,718,411
Specialty Retail 0.69%
Brookstone Holdings Corp. PIK	10.00%	7/7/2021		40		6,394
Hot Topic, Inc.†	9.25%	6/15/2021		1,017		1,075,478
Midas Intermediate Holdco II LLC/Midas Intermediate Holdco II Finance, Inc.†	7.875%	10/1/2022		1,475		1,530,312
Neiman Marcus Group Ltd. LLC†	8.00%	10/15/2021		1,432		1,070,420
PetSmart, Inc.†	7.125%	3/15/2023		2,950		3,016,375
Ritchie Bros Auctioneers, Inc. (Canada)†(b)	5.375%	1/15/2025		630		644,175
Total						7,343,154
Steel Producers/Products 0.81%
ArcelorMittal (Luxembourg)(b)	6.125%	6/1/2025		1,508		1,658,800
Gerdau Trade, Inc.†	4.75%	4/15/2023		350		336,000
GTL Trade Finance, Inc.†	5.893%	4/29/2024		1,850		1,850,000
Joseph T Ryerson & Son, Inc.†	11.00%	5/15/2022		1,082		1,192,905
Steel Dynamics, Inc.†	5.00%	12/15/2026		502		501,372
Steel Dynamics, Inc.	5.50%	10/1/2024		732		777,750
U.S. Steel Corp.	6.875%	4/1/2021		135		137,025
U.S. Steel Corp.	7.50%	3/15/2022		289		299,838
U.S. Steel Corp.†	8.375%	7/1/2021		1,009		1,118,002
Zekelman Industries, Inc.†	9.875%	6/15/2023		632		709,420
Total						8,581,112

34 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Support: Services 1.22%
AECOM	5.875%	10/15/2024	$	999	$	1,071,537
BakerCorp International, Inc.	8.25%	6/1/2019		507		430,950
BlueLine Rental Finance Corp.†	7.00%	2/1/2019		1,097		1,075,060
Cleveland Clinic Foundation (The)	4.858%	1/1/2114		1,100		1,046,488
Jurassic Holdings III, Inc.†	6.875%	2/15/2021		1,550		1,278,750
Leidos Holdings, Inc.	4.45%	12/1/2020		450		465,795
Metropolitan Museum of Art (The)	3.40%	7/1/2045		1,350		1,234,522
Monitronics International, Inc.	9.125%	4/1/2020		1,185		1,122,788
NES Rentals Holdings, Inc.†	7.875%	5/1/2018		700		700,000
Sotheby’s†	5.25%	10/1/2022		837		826,538
Total System Services, Inc.	4.80%	4/1/2026		1,311		1,415,226
United Rentals North America, Inc.	5.875%	9/15/2026		755		780,481
United Rentals North America, Inc.	6.125%	6/15/2023		1,477		1,573,005
Total						13,021,140
Technology Hardware & Equipment 1.10%
CDW LLC/CDW Finance Corp.	5.50%	12/1/2024		1,425		1,464,187
CommScope Technologies Finance LLC†	6.00%	6/15/2025		2,852		3,037,380
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	4.42%	6/15/2021		1,015		1,051,305
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	5.875%	6/15/2021		2,614		2,782,070
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	7.125%	6/15/2024		3,080		3,421,270
Total						11,756,212
Telecommunications: Satellite 0.05%
Intelsat Connect Finance SA (Luxembourg)†(b)	12.50%	4/1/2022		688		426,622
Intelsat Jackson Holdings SA (Luxembourg)(b)	7.25%	4/1/2019		136		114,920
Total						541,542
Telecommunications: Wireless 2.70%
Comcel Trust via Comunicaciones Celulares SA†	6.875%	2/6/2024		2,125		2,151,562
GTH Finance BV (Netherlands)†(b)	7.25%	4/26/2023		1,939		2,085,839
SBA Communications Corp.	4.875%	7/15/2022		900		915,750
Sprint Corp.	7.125%	6/15/2024		1,215		1,254,488
Sprint Corp.	7.625%	2/15/2025		3,361		3,541,654
Sprint Corp.	7.875%	9/15/2023		534		571,380
T-Mobile USA, Inc.	6.50%	1/15/2024		9,137		9,822,275
T-Mobile USA, Inc.	6.50%	1/15/2026		1,978		2,143,657
T-Mobile USA, Inc.	6.625%	4/1/2023		2,750		2,921,875
T-Mobile USA, Inc.	6.836%	4/28/2023		103		110,596
Telefonica Celular del Paraguay SA (Paraguay)†(b)	6.75%	12/13/2022		635		649,288

See Notes to Financial Statements. 35

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Telecommunications: Wireless (continued)
Wind Acquisition Finance SA (Italy)†(b)	7.375%	4/23/2021	$	2,550	$	2,658,375
Total						28,826,739
Telecommunications: Wireline Integrated & Services 2.01%
Columbus Cable Barbados Ltd. (Barbados)†(b)	7.375%	3/30/2021		1,366		1,458,738
Communications Sales & Leasing, Inc./ CSL Capital LLC	8.25%	10/15/2023		959		1,021,335
Consolidated Communications, Inc.	6.50%	10/1/2022		845		842,887
Equinix, Inc.	5.375%	4/1/2023		785		818,363
Equinix, Inc.	5.875%	1/15/2026		5,121		5,402,655
Frontier Communications Corp.	9.25%	7/1/2021		1,925		2,028,469
Frontier Communications Corp.	11.00%	9/15/2025		1,917		1,986,491
GCI, Inc.	6.875%	4/15/2025		1,480		1,509,600
IHS Netherlands Holdco BV (Netherlands)†(b)	9.50%	10/27/2021		2,400		2,462,693
Sable International Finance Ltd.†	6.875%	8/1/2022		1,465		1,530,925
Windstream Services LLC	7.75%	10/1/2021		550		568,150
Zayo Group LLC/Zayo Capital, Inc.	6.00%	4/1/2023		1,729		1,806,805
Total						21,437,111
Theaters & Entertainment 0.07%
AMC Entertainment Holdings, Inc.†	5.875%	11/15/2026		750		768,750
Transportation: Infrastructure/Services 0.52%
Autoridad del Canal de Panama (Panama)†(b)	4.95%	7/29/2035		1,000		1,060,000
Delhi International Airport Pvt Ltd. (India)†(b)	6.125%	10/31/2026		1,506		1,560,272
DP World Ltd. (United Arab Emirates)†(b)	6.85%	7/2/2037		1,030		1,103,105
Mexico City Airport Trust (Mexico)†(b)	5.50%	10/31/2046		1,200		1,083,000
Stena AB (Sweden)†(b)	7.00%	2/1/2024		877		781,100
Total						5,587,477
Trucking & Delivery 0.13%
FedEx Corp.	4.55%	4/1/2046		1,361		1,376,994
Total High Yield Corporate Bonds (cost $741,432,174)						767,268,128
MUNICIPAL BOND 0.32%
Other
New York City Indus Dev Agy† (cost $3,606,198)				2,500		3,434,750

36 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES 0.42%
Citigroup Commercial Mortgage Trust 2015-101A D†	4.625%	#	1/14/2043	$	775	$	687,537
Commercial Mortgage Pass-Through Certificates 2014-UBS5 C	4.613%	#	9/10/2047		610		608,559
Commercial Mortgage Pass-Through Certificates 2015-PC1 D	4.443%	#	7/10/2050		1,237		903,828
Impact Funding Affordable Multifamily Housing Mortgage Loan Trust 2010-1 B†	6.00%	#	1/25/2051		775		784,552
Impact Funding Affordable Multifamily Housing Mortgage Loan Trust 2010-1 C†	6.374%	#	1/25/2051		750		718,976
Impact Funding Affordable Multifamily Housing Mortgage Loan Trust 2014-1A XB IO†	0.342%	#	8/25/2047		2,000		63,006
Morgan Stanley Bank of America Merrill Lynch Trust 2014-C19 LNC4†	4.75%		12/15/2046		750		671,970
Total Non-Agency Commercial Mortgage-Backed Securities (cost $4,980,509)							4,438,428
	Dividend				Shares
	Rate				(000)
PREFERRED STOCK 0.05%
Energy: Exploration & Production
Templar Energy LLC (cost $379,030)	Zero Coupon				38		568,545
Total Long-Term Investments (cost $996,387,820)							1,040,235,509

See Notes to Financial Statements. 37

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
SHORT-TERM INVESTMENTS 1.26%
HIGH YIELD CORPORATE BOND 0.09%
Gaming
Caesars Entertainment Operating Co., Inc.(f) (cost $989,364)	11.25%	6/1/2017	$	948		$	968,847
REPURCHASE AGREEMENT 1.17%
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $11,990,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $ 12,787,059; proceeds: $ 12,535,625 (cost $12,535,583)				12,536			12,535,583
Total Short-Term Investments (cost $13,524,947)							13,504,430
Total Investments in Securities 98.79% (cost $1,009,912,767)							1,053,739,939
Cash and Other Assets in Excess of Liabilities(g) 1.21%							12,892,864
Net Assets 100.00%						$	1,066,632,803

AUD	Australian dollar.
CAD	Canadian dollar.
EUR	euro.
GBP	British pound.
MXN	Mexican peso.
RUB	Russian ruble.
ADR	American Depositary Receipt.
IO	Interest Only.
PIK	Payment-in-kind.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#	Variable rate security. The interest rate represents the rate in effect at December 31, 2016.
*	Non-income producing security.
(a)	Investment in non-U.S. dollar denominated securities.
(b)	Foreign security traded in U.S. dollars.
(c)	Floating Rate Loans in which the Fund invests generally pay interest at rates which are periodically re-determined at a margin above the London Interbank Offered Rate (“LIBOR”) or the prime rate offered by major U.S. banks. The rate(s) shown is the rate(s) in effect at December 31, 2016.
(d)	Interest rate to be determined.
(e)	Security is perpetual in nature and has no stated maturity.
(f)	Defaulted (non-income producing security).
(g)	Cash and Other Assets in Excess of Liabilities include net unrealized appreciation/depreciation on open forward foreign currency exchange contracts, futures contracts and swaps as follows:

38 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Centrally Cleared Credit Default Swaps on Indexes - Buy Protection at December 31, 2016⁽¹⁾:

Referenced	Fund	Termination	Notional	Fair	Payments	Unrealized
Index*	Pays	Date	Amount	Value(2)	Upfront(3)	Depreciation(4)
Markit CDX.
NA.EM.26(5)	1.00%	12/20/2021	$29,269,000	$31,106,409	$2,254,034	$(416,625)

*	The Referenced Index is for the Credit Default Swaps on Indexes, which is comprised of a basket of emerging markets sovereign issuers. (See Note 2(l)).
(1)	If the Fund is a buyer of protection and a credit event occurs, as defined under the terms of that particular swap agreement, the Fund will either (i) receive from the seller of protection an amount equal to the notional amount of the swap and make delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities.
(2)	Fair value serves as the indicator of the current status of payment/performance risk.
(3)	Upfront payments received by Central Clearinghouse are presented net of amortization (See Note 2(l)).
(4)	Total unrealized appreciation on Credit Default Swaps on Indexes amounted to $0. Total unrealized depreciation on Credit Default Swaps on Indexes amounted to $416,625.
(5)	Central Clearinghouse: Credit Suisse.

Forward
Foreign						U.S. $
Currency						Cost on		U.S. $
Exchange	Transaction		Expiration	Foreign		Origination		Current		Unrealized
Contracts	Type	Counterparty	Date	Currency		Date		Value		Appreciation
British pound	Buy	State Street Bank and Trust	1/19/2017		220,000	$	270,374	$	271,251		$	877
British pound	Sell	J.P. Morgan	1/19/2017		570,000		716,156		702,787			13,369
British pound	Sell	J.P. Morgan	1/19/2017		100,000		124,486		123,296			1,190
British pound	Sell	State Street Bank and Trust	1/19/2017		361,000		451,958		445,099			6,859
British pound	Sell	State Street Bank and Trust	1/19/2017		40,000		49,843		49,318			525
euro	Sell	J.P. Morgan	2/16/2017		775,000		820,051		817,526			2,525
euro	Sell	Morgan Stanley	2/16/2017		1,030,000		1,100,848		1,086,518			14,330
euro	Sell	Standard Chartered Bank	2/16/2017		6,780,000		7,300,575		7,152,033			148,542
euro	Sell	State Street Bank and Trust	2/16/2017		89,000		94,683		93,884			799
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts											$	189,016

Forward
Foreign						U.S. $
Currency						Cost on		U.S. $
Exchange	Transaction		Expiration	Foreign		Origination		Current		Unrealized
Contracts	Type	Counterparty	Date	Currency		Date		Value		Depreciation
euro	Buy	Standard Chartered Bank	2/16/2017		935,000	$	1,000,258	$	986,305		$	(13,953	)
euro	Buy	Standard Chartered Bank	2/16/2017		650,000		693,945		685,667			(8,278	)
euro	Buy	State Street Bank and Trust	2/16/2017		320,000		343,098		337,559			(5,539	)
British pound	Sell	J.P. Morgan	1/19/2017		3,045,000		3,710,347		3,754,365			(44,018	)
Unrealized Depreciation on Forward Foreign Currency Exchange Contracts											$	(71,788	)

See Notes to Financial Statements. 39

Schedule of Investments (continued)

December 31, 2016

Open Futures Contracts at December 31, 2016:
				Notional				Unrealized
Type	Expiration	Contracts	Position	Value				Appreciation
Long U.S. Treasury Bond	March 2017	512	Short		$	(77,136,000	)		$	835,383
U.S. 10-Year Treasury Note	March 2017	682	Short			(84,759,813	)			452,144
Totals					$	(161,895,813	)		$	1,287,527

				Notional	Unrealized
Type	Expiration	Contracts	Position	Value	Depreciation
U.S. 5-Year Treasury Note	March 2017	805	Long	$94,719,571	$(152,384	)

40 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)	Level 1		Level 2		Level 3			Total
Asset-Backed Securities
Other	$	–	$	16,718,333		$1,057,410	(3)	$	17,775,743
Remaining Industries		–		3,958,132		–			3,958,132
Common Stocks
Auto Parts & Equipment		2,099,278		1,754,512		–			3,853,790
Energy: Exploration & Production		5,326,036		346,644		–			5,672,680
Metals/Mining (Excluding Steel)		6,705,303		–		18,476	(4)		6,723,779
Remaining Industries(5)		125,463,725		–		–			125,463,725
Convertible Bonds		–		3,148,911		–			3,148,911
Convertible Preferred Stocks		–		1,438,540		–			1,438,540
Floating Rate Loans(6)
Auto Parts & Equipment		–		–		765,335			765,335
Department Stores		–		1,064,977		–			1,064,977
Diversified Capital Goods		–		1,091,674		–			1,091,674
Electric: Generation		–		4,184,349		–			4,184,349
Energy: Exploration & Production		–		6,208,785		–			6,208,785
Food: Wholesale		–		2,607,577		–			2,607,577
Gaming		–		4,689,017		–			4,689,017
Health Services		–		1,072,587		–			1,072,587
Media: Diversified		–		1,140,902		–			1,140,902
Metals/Mining (Excluding Steel)		–		3,171,644		–			3,171,644
Oil Field Equipment & Services		–		2,509,995		–			2,509,995
Personal & Household Products		–		2,631,254		–			2,631,254
Recreation & Travel		–		1,055,450		–			1,055,450
Specialty Retail		–		3,929,907		–			3,929,907
Support: Services		–		7,600,432		–			7,600,432
Telecommunications: Wireline Integrated & Services		–		942,444		–			942,444
Trucking & Delivery		–		1,051,134		–			1,051,134
Foreign Bonds		–		4,789,038		–			4,789,038
Foreign Government Obligations		–		45,983,857		–			45,983,857
High Yield Corporate Bonds
Banking		–		69,467,350		125	(4)		69,467,475
Metals/Mining (Excluding Steel)		–		47,158,933		2	(4)		47,158,935
Specialty Retail		–		7,336,760		6,394	(3)		7,343,154
Remaining Industries		–		644,267,411		–			644,267,411
Municipal Bond		–		3,434,750		–			3,434,750
Non-Agency Commercial Mortgage-Backed Securities		–		4,375,422		63,006	(3)		4,438,428
Preferred Stock		–		568,545		–			568,545
Repurchase Agreement		–		12,535,583		–			12,535,583
Total	$	139,594,342	$	912,234,849		$1,910,748		$	1,053,739,939

See Notes to Financial Statements. 41

Schedule of Investments (concluded)

December 31, 2016

Investment Type(2)	Level 1			Level 2			Level 3		Total
Other Financial Instruments
Credit Default Swap
Assets	$	–		$	1,837,409		$	–	$	1,837,409
Liabilities		–			–			–		–
Forward Foreign Currency Exchange Contracts
Assets		–			189,016			–		189,016
Liabilities		–			(71,788	)		–		(71,788	)
Futures Contracts
Assets		1,287,527			–			–		1,287,527
Liabilities		(152,384	)		–			–		(152,384	)
Total	$	1,135,143		$	1,954,637		$	–	$	3,089,780

(1)	Refer to Note 2(n) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy.
(3)	Includes securities valued using third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of such Level 3 investments.
(4)	Level 3 securities fair valued by the Pricing Committee, as described in Note 2(a) in the Notes to Financials.
(5)	As of December 31, 2016, Moncler SpA. was categorized as level 1 due to an active market quoted price. For the period ended December 31, 2016, the total amount transferred from Level 2 to Level 1 was $899,705.
(6)	Floating Rate Loans categorized as Level 3 are valued based on a single quotation obtained from a dealer. Accounting principles generally accepted in the United States of America do not require the Fund to create quantitative unobservable inputs that were not developed by the Fund. Therefore, the Fund does not have access to unobservable inputs and cannot disclose such inputs in the valuation.

The following is a reconciliation of investments with unobservable inputs (Level 3) that were used in determining fair value:

													Non-Agency
										High Yield			Commercial
	Asset-Backed			Common			Floating			Corporate			Mortgage-Backed
Investment Type	Securities			Stock			Rate Loans			Bond			Securities
Balance as of January 1, 2016	$	–		$	18,657		$	2,399,345		$	1,958,224		$	959,647
Accrued discounts/premiums		4			–			(3,094	)					(1,928	)
Realized gain (loss)		–			–			(92	)		–			(110,537	)
Change in unrealized appreciation/depreciation		(5,441	)		(181	)		6,994			(22,660	)		100,746
Purchases		1,062,847			–			–			3,894			–
Sales		–			–			(7,693	)		–			(884,922	)
Net transfers in or out of Level 3		–			–			(1,630,125	)		(1,932,937	)		–
Balance as of December 31, 2016	$	1,057,410		$	18,476		$	765,335		$	6,521		$	63,006

42 See Notes to Financial Statements.

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $1,009,912,767)	$	1,053,739,939
Cash		392,586
Deposits with brokers for derivatives collateral		1,853,864
Receivables:
Interest and dividends		12,844,511
Investment securities sold		3,537,102
Capital shares sold		180,445
From advisor (See Note 3)		29,610
Unrealized appreciation on forward foreign currency exchange contracts		189,016
Credit default swap agreements receivable, at fair value (including upfront payments of $2,254,034)		1,837,409
Prepaid expenses and other assets		6,388
Total assets		1,074,610,870
LIABILITIES:
Payables:
Investment securities purchased		4,856,767
Capital shares reacquired		1,138,015
Variation margin		484,916
Management fee		447,037
Directors’ fees		133,148
Fund administration		35,972
Unrealized depreciation on forward foreign currency exchange contracts		71,788
Accrued expenses and other liabilities		810,424
Total liabilities		7,978,067
NET ASSETS	$	1,066,632,803
COMPOSITION OF NET ASSETS:
Paid-in capital	$	1,047,851,024
Distributions in excess of net investment income		(133,148	)
Accumulated net realized loss on investments, futures contracts, swaps and foreign currency related transactions		(25,744,376	)
Net unrealized appreciation on investments, futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies		44,659,303
Net Assets	$	1,066,632,803
Outstanding shares (200 million shares of common stock authorized, $.001 par value)		89,345,044
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$11.94

See Notes to Financial Statements. 43

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends (net of foreign withholding taxes of $15,421)	$	1,747,222
Interest and other (net of foreign withholding taxes of $580)		52,385,357
Interest earned from Interfund Lending (See Note 11)		253
Total investment income		54,132,832
Expenses:
Management fee		5,077,272
Non 12b-1 service fees		2,546,891
Shareholder servicing		1,098,832
Fund administration		407,353
Reports to shareholders		127,298
Directors’ fees		35,243
Professional		71,522
Custody		53,251
Other		75,105
Gross expenses		9,492,767
Expense reductions (See Note 9)		(3,930	)
Fees waived and expenses reimbursed (See Note 3)		(323,404	)
Net expenses		9,165,433
Net investment income		44,967,399
Net realized and unrealized gain (loss):
Net realized loss on investments		(1,888,360	)
Net realized loss on futures contracts, swaps and foreign currency related transactions		(2,944,061	)
Net change in unrealized appreciation/depreciation on investments		76,281,345
Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies		909,114
Net realized and unrealized gain		72,358,038
Net Increase in Net Assets Resulting From Operations	$	117,325,437

44 See Notes to Financial Statements.

Statements of Changes in Net Assets

	For the Year Ended				For the Year Ended
INCREASE IN NET ASSETS	December 31, 2016				December 31, 2015
Operations:
Net investment income		$	44,967,399			$	38,243,219
Net realized loss on investments, futures contracts, swaps and foreign currency related transactions			(4,832,421	)			(14,428,168	)
Net change in unrealized appreciation/depreciation on investments, futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies			77,190,459				(40,847,481	)
Net increase (decrease) in net assets resulting from operations			117,325,437				(17,032,430	)
Distributions to shareholders from:
Net investment income			(47,075,516	)			(41,094,016	)
Net realized gain			–				(6,306,282	)
Total distributions to shareholders			(47,075,516	)			(47,400,298	)
Capital share transactions (See Note 14):
Proceeds from sales of shares			148,838,089				322,164,243
Reinvestment of distributions			47,075,515				47,400,274
Cost of shares reacquired			(177,659,555	)			(240,111,353	)
Net increase in net assets resulting from capital share transactions			18,254,049				129,453,164
Net increase in net assets			88,503,970				65,020,436
NET ASSETS:
Beginning of year		$	978,128,833			$	913,108,397
End of year		$	1,066,632,803			$	978,128,833
Distributions in excess of net investment income		$	(133,148	)		$	(5,523	)

See Notes to Financial Statements. 45

Financial Highlights

		Per Share Operating Performance:
									Distributions to
		Investment operations:							shareholders from:
			Net			Total
	Net asset	Net	realized			from			Net
	value,	invest-	and			invest-			invest-	Net
	beginning	ment	unrealized			ment			ment	realized			Total
	of period	income(a)	gain (loss)			operations			income	gain			distributions
12/31/2016	$11.14	$0.52		$ 0.83			$ 1.35		$(0.55)		$      –			$(0.55	)
12/31/2015	11.89	0.47		(0.65	)		(0.18	)	(0.49)		(0.08	)		(0.57	)
12/31/2014	12.31	0.54		(0.01	)		0.53		(0.61)		(0.34	)		(0.95	)
12/31/2013	12.21	0.62		0.39			1.01		(0.65)		(0.26	)		(0.91	)
12/31/2012	11.64	0.71		0.74			1.45		(0.72)		(0.16	)		(0.88	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

46 See Notes to Financial Statements.

				Ratios to Average Net Assets:			Supplemental Data:
				Total
				expenses
				after
Net				waivers			Net
asset				and/or		Net	assets,		Portfolio
value,	Total			reimburse-	Total	investment	end of		turnover
end of	return			ments	expenses	income	period		rate
period	(%)(b)			(%)	(%)	(%)	(000)		(%)
$11.94		12.13		0.90	0.93	4.41		$1,066,633		120.09
11.14		(1.53	)	0.90	0.94	3.91		978,129		116.08
11.89		4.35		0.90	0.93	4.26		913,108		90.21
12.31		8.17		0.90	0.93	4.89		861,130		49.59
12.21		12.53		0.90	0.93	5.68		773,725		46.31

See Notes to Financial Statements. 47

Notes to Financial Statements

1. ORGANIZATION 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Bond-Debenture Portfolio (the “Fund”).

The Fund’s investment objective is to seek high current income and the opportunity for capital appreciation to produce a high total return. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES 

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used. Floating rate loans are valued at the average of bid and ask quotations obtained from dealers in loans on the basis of prices supplied by independent pricing services. Forward foreign currency exchange contracts are valued using daily forward exchange rates. Swaps are valued daily using independent pricing services or quotations from broker/dealers to the extent available.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including

48

Notes to Financial Statements (continued)

	observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values, yield curves, broker quotes, observable trading activity, option adjusted spread models and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on futures contracts, swaps and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
	The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.

49

Notes to Financial Statements (continued)

(g)	Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings, or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on futures contracts, swaps and foreign currency related transactions on the Fund’s Statement of Operations.
(h)	Futures Contracts–The Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
(i)	When-Issued, Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
(j)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

50

Notes to Financial Statements (continued)

(k)	Reverse Repurchase Agreements–Each Fund may enter into reverse repurchase agreements. In a reverse repurchase agreement, a Fund sells a security to a securities dealer or bank for cash and also agrees to repurchase the same security later at a set price. Reverse repurchase agreements expose the Fund to credit risk (that is, the risk that the counterparty will fail to resell the security to the Fund). Engaging in reverse repurchase agreements also may involve the use of leverage, in that the Fund may reinvest the cash it receives in additional securities. Reverse repurchase agreements involve the risk that the market value of the securities to be repurchased by the Fund may decline below the repurchase price.
(l)	Credit Default Swaps–The Fund may enter into credit default swap contracts in order to hedge credit risk or for speculation purposes. As a seller of a credit default swap contract (“seller of protection”), the Fund is required to pay the notional amount or other agreed-upon value of a referenced debt obligation to the counterparty in the event of a default by or other credit event involving the referenced issuer, obligation or index. In return, the Fund receives from the counterparty a periodic stream of payments over the term of the contract.
	As a purchaser of a credit default swap contract (“buyer of protection”), the Fund would receive the notional amount or other agreed upon value of a referenced debt obligation from the counterparty in the event of default by or other credit event involving the referenced issuer, obligation or index. In return, the Fund would make periodic payments to the counterparty over the term of the contracts, provided no event of default has occurred.
	These credit default swaps may have as a reference obligation corporate or sovereign issuers or credit indices. These credit indices are comprised of a basket of securities representing a particular sector of the market.
	Credit default swaps are fair valued based upon quotations from counterparties, brokers or market-makers and the change in value, if any, is recorded as an unrealized appreciation or depreciation. For a credit default swap sold by the Fund, payment of the agreed-upon amount made by the Fund in the event of default of the referenced debt obligation is recorded as the cost of the referenced debt obligation purchased/received. For a credit default swap purchased by the Fund, the agreed-upon amount received by the Fund in the event of default of the referenced debt obligation is recorded as proceeds from sale/delivery of the referenced debt obligation and the resulting gain or loss realized on the referenced debt obligation is recorded as such by the Fund.
	Any upfront payments made or received upon entering a credit default swap contract would be amortized or accreted over the life of the swap and recorded as realized gains or losses. Collateral, in the form of cash or securities, may be required to be held in segregated accounts with the custodian bank or broker in accordance with the swap agreement. The value and credit rating of each credit default swap where the Fund is the seller of protection, are both measures of the current payment/performance risk of the swap. As the value of the swap changes as a positive or negative percentage of the total notional amount, the payment/performance risk may decrease or increase, respectively. The maximum potential amount of future payments (undiscounted) that the Fund as a seller of protection could be required to make under a credit default swap agreement would be an amount equal to the notional amount of the agreement. These potential amounts would be partially offset by any recovery values of the respective referenced obligations, upfront payments received upon entering into the agreement, or net amounts received from the settlement of buy protection credit default swap agreements entered into by the Fund for the same referenced entity or entities.

51

Notes to Financial Statements (continued)

	Entering into credit default swaps involves credit and market risk. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in interest rates, and that Lord Abbett does not correctly predict the creditworthiness of the issuers of the reference obligation on which the credit default swap is based.
(m)	Floating Rate Loans–The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements to make money available to U.S. or foreign corporations, partnerships or other business entities (the “Borrower”) in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the “Agent”) for a group of loan investors (“Loan Investors”). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. The Fund records an investment when the Borrower withdraws money and records interest as earned. These loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or London InterBank Offered Rate (“LIBOR”).
	The loans in which the Fund invests may be subject to some restrictions on resale. For example, the Fund may be contractually obligated to receive approval from the Agent and/or Borrower prior to the sale of these investments. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, the Fund assumes the credit risk of the Borrower, the selling participant and any other persons interpositioned between the Fund and the Borrower (“Intermediate Participants”). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enter into bankruptcy, the Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.
	Unfunded commitments represent the remaining obligation of the Fund to the Borrower. At any point in time, up to the maturity date of the issue, the Borrower may demand the unfunded portion. Until demanded by the Borrower, unfunded commitments are not recognized as an asset on the Statement of Assets and Liabilities. Unrealized appreciation/depreciation on unfunded commitments presented on the Statement of Assets and Liabilities represents mark to market of the unfunded portion of the Fund’s floating rate notes. As of December 31, 2016, the Fund had no unfunded loan commitment.
(n)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or

52

Notes to Financial Statements (continued)

liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:
•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).
A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.
Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.50%
Over $1 billion	.45%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .47% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .90%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily NAV of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The

53

Notes to Financial Statements (continued)

Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended		Year Ended
	12/31/2016		12/31/2015
Distributions paid from:
Ordinary income	$	47,075,516	$	41,858,433
Net long-term capital gains		–		5,541,865
Total distributions paid	$	47,075,516	$	47,400,298

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Capital loss carryforwards*	$	(22,106,945	)
Temporary differences		(133,147	)
Unrealized gains – net		41,021,871
Total accumulated gains – net	$	18,781,779

* The capital losses will carryforward indefinitely

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	1,012,297,828
Gross unrealized gain		54,164,307
Gross unrealized loss		(12,722,196	)
Net unrealized security gain	$	41,442,111

54

Notes to Financial Statements (continued)

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain distributions received, premium amortization and wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in
Excess of Net
Investment	Accumulated Net
Income	Realized Loss	Paid-in Capital
$1,980,492	$(1,844,812)	$(135,680)

The permanent differences are attributable to the tax treatment of premium amortization, certain securities, certain distributions and foreign currency transactions.

5. PORTFOLIO SECURITIES TRANSACTIONS 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

U.S.	Non-U.S.	U.S.	Non-U.S.
Government	Government	Government	Government
Purchases*	Purchases	Sales*	Sales
$197,236,658	$1,036,374,302	$212,132,059	$984,859,960

* Includes U.S. Government sponsored enterprise securities.

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the period ended December 31, 2016, the Fund engaged in crosstrades purchases of $551,529 and sales of $8,951,649, which resulted in net realized loss of $(166,490).

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES 

The Fund entered into forward foreign currency exchange contracts for the fiscal year ended December 31, 2016 (as described in note 2(g)). A forward foreign currency exchange contract reduces the Fund’s exposure to changes in the value of the currency it will deliver (or settle in cash) and increases its exposure to changes in the value of the currency it will receive (or settle in cash) for the duration of the contract. The Fund’s use of forward foreign currency exchange contracts involves the risk that Lord Abbett will not accurately predict currency movements, and the Fund’s returns could be reduced as a result. Forward foreign currency exchange contracts are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. The Fund’s risk of loss from counterparty credit risk is the unrealized appreciation on forward foreign currency exchange contracts and deposits with brokers as collateral.

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2016 (as described in note 2(h)) to economically hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

55

Notes to Financial Statements (continued)

The Fund entered into centrally cleared credit default swaps on indexes during the fiscal year ended December 31, 2016 (as described in note 2(l)) to economically hedge credit risk. Centrally cleared credit default swaps on indexes involve the exchange of a fixed rate premium for protection against the loss in value of underlying securities within an index in the event of a defined credit event, such as payment default or bankruptcy. Under a credit default swap one party acts as a guarantor by receiving the fixed periodic payment in exchange for the commitment to purchase the underlying security at par if the defined credit event occurs. Upon the occurrence of a defined credit event, the difference between the value of the reference obligation and the swap’s notional amount is recorded as realized gain or loss on swap transactions in the Statements of Operations. There is minimal counterparty credit risk to the Funds since these credit default swaps are traded through a central clearinghouse. As a counterparty to all centrally cleared credit default swaps, the clearinghouse guarantees credit default swaps against default.

As of December 31, 2016, the Fund had the following derivatives at fair value, grouped into appropriate risk categories that illustrate the Fund’s use of derivative instruments:

		Foreign
	Interest Rate	Currency	Credit
Asset Derivatives	Contracts	Contracts	Contracts
Forward Foreign Currency Exchange Contracts(2)	–	$189,016	–
Futures Contracts(3)	$1,287,527	–	–
Liability Derivatives
Centrally Cleared Credit Default Swaps(1)	–	–	$416,625
Futures Contracts(3)	$ 152,384	–	–
Forward Foreign Currency Exchange Contracts(4)	–	$ 71,788	–

(1)	Statements of Assets and Liabilities location: Includes cumulative unrealized of centrally cleared credit default swap contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.
(2)	Statements of Assets and Liabilities location: Unrealized appreciation on forward foreign currency exchange contracts.
(3)	Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.
(4)	Statements of Assets and Liabilities location: Unrealized depreciation on forward foreign currency exchange contracts.

56

Notes to Financial Statements (continued)

Transactions in derivative instruments for the year ended December 31, 2016, were as follows:

Forward

Interest Rate

Currency

Credit

Equity

Contracts

Contracts

Contracts

Contracts

Net Realized Gain (Loss)(1)

Credit Default Swaps Contracts

–

–

$

(1,019,488

)

–

Forward Foreign Currency Exchange Contracts

–

$

907,718

–

–

Futures Contracts

$

(1,909,521

)

–

–

$

(949,298

)

Net Change in Unrealized Appreciation/Depreciation(2)

Credit Default Swaps Contracts

–

–

$

(263,136

)

–

Forward Foreign Currency Exchange Contracts

–

$

(19,818

)

–

–

Futures Contracts

$

1,193,753

–

–

–

Average Number of Contracts/Notional Amounts*

Credit Default Swaps Contracts(3)

–

–

$

11,254,308

–

Forward Foreign Currency Exchange Contracts(3)

$

12,314,438

Futures Contracts(4)

1,699

–

–

17

*	Calculated based on the number of contracts or notional amounts for the fiscal year ended December 31, 2016.
(1)	Statements of Operations location: Net realized gain (loss) on futures contracts, swaps and foreign currency related transactions.
(2)	Statements of Operations location: Net change in unrealized appreciation/depreciation on futures contracts, swaps and translation of assets and liabilities denominated in foreign currencies.
(3)	Amount represents notional amounts in U.S. dollars.
(4)	Amount represents number of contracts.

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

			Gross Amounts		Net Amounts of
			Offset in the		Assets Presented
	Gross Amounts of		Statement of Assets		in the Statement of
Description	Recognized Assets		and Liabilities		Assets and Liabilities
Forward Foreign Currency Exchange Contracts	$	189,016	$	–	$	189,016
Repurchase Agreements		12,535,583		–		12,535,583
Total	$	12,724,599	$	–	$	12,724,599

57

Notes to Financial Statements (continued)

	Net Amounts
	of Assets	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement		Cash	Securities
	of Assets	Financial	Collateral	Collateral		Net
Counterparty	and Liabilities	Instruments	Received(a)	Received(a)		Amount(b)
Fixed Income Clearing Corp.	$12,535,583	$           –	$     –	$(12,535,583)		$            –
J.P. Morgan Chase	17,084	(17,084)	–	–		–
Morgan Stanley	14,330	–	–	–		14,330
Standard Chartered Bank	148,542	(22,231)	–	–		126,311
State Street Bank and Trust	9,060	(5,539)	–	–		3,521
Total	$12,724,599	$(44,854)	$     –	$(12,535,583	)	$144,162

		Gross Amounts	Net Amounts of
		Offset in the	Liabilities Presented
	Gross Amounts of	Statement of Assets	in the Statement of
Description	Recognized Liabilities	and Liabilities	Assets and Liabilities
Forward Foreign Currency Exchange Contracts	$71,788	$      –	$71,788
Total	$71,788	$      –	$71,788

	Net Amounts
	of Liabilities	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement		Cash	Securities
	of Assets and	Financial	Collateral	Collateral	Net
Counterparty	Liabilities	Instruments	Pledged(a)	Pledged(a)	Amount(c)
J.P. Morgan Chase	$44,018	$(17,084)	$      –	$      –	$26,934
Standard Chartered Bank	22,231	(22,231)	–	–	–
State Street Bank and Trust	5,539	(5,539)	–	–	–
Total	$71,788	$(44,854)	$      –	$      –	$26,934

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets (liabilities) presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.
(c)	Net amount represents the amount owed by the Fund by the counterparty as of December 31, 2016.

8. DIRECTORS’ REMUNERATION 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

9. EXPENSE REDUCTIONS 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

58

Notes to Financial Statements (continued)

10. LINE OF CREDIT 

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

11. INTERFUND LENDING PROGRAM 

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund participated as a lender in the Interfund Lending Program. The average amount loaned and interest rate were $12,712,216 and 0.725%, respectively. The Fund earned interest of $253, which is included in the Statement of Operations. There were no interfund loans outstanding as of December 31, 2016.

12. CUSTODIAN AND ACCOUNTING AGENT 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

13. INVESTMENT RISKS 

The Fund is subject to the general risks and considerations associated with investing in debt securities. The value of an investment will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of debt securities are likely to decline; when rates fall, such prices tend to rise. Longer-term debt securities are usually more sensitive to interest rate changes. There is also the risk that an issuer of a debt security will fail to make timely payments of principal or interest to the Fund, a risk that is greater with high-yield securities (sometimes called “lower-rated bonds” or “junk bonds”) in which the Fund may substantially invest. Some issuers, particularly of high-yield securities, may default as to principal and/or interest payments after the Fund purchases its securities. A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High-yield securities are subject to greater price fluctuations, as well as additional risks.

The mortgage-related securities in which the Fund may invest may be particularly sensitive to changes in prevailing interest rates and economic conditions, including delinquencies and/or defaults. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current market rates. Alternatively, rising interest rates may cause

59

Notes to Financial Statements (concluded)

prepayments to occur at a slower-than-expected rate, extending the duration of a security and typically reducing its value. The payment rate will thus affect the price and volatility of a mortgage-related security. In addition, while securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprise involved, they are not guaranteed by the U.S. Government. In addition, the Fund may invest in non-agency asset backed and mortgage-related securities, which are issued by private institutions, not by government sponsored enterprises.

The Fund may invest a portion of its net assets in equity securities, the value of which fluctuates in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests.

The Fund may invest in convertible securities, which have both equity and fixed income risk characteristics. Generally, convertible securities offer lower interest or dividend yields than non-convertible securities of similar quality and less potential for gains or capital appreciation in a rising equity securities market than equity securities. They tend to be more volatile than other fixed income securities, and the market for convertible securities may be less liquid than the markets for stocks or bonds. A significant portion of convertible securities have below investment grade credit ratings and are subject to increased credit and liquidity risks.

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information and other risks.

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements and other factors. If the Fund incorrectly forecasts these and other factors, the Fund’s performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

The Fund may invest a portion of its net assets in floating rate or adjustable rate senior loans, including bridge loans, novations, assignments, and participations, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships or other business entities.

These factors can affect the Fund’s performance.

14. SUMMARY OF CAPITAL TRANSACTIONS 

Transactions in shares of capital stock were as follows:

	Year Ended			Year Ended
	December 31, 2016			December 31, 2015
Shares sold		12,721,182			26,681,576
Reinvestment of distributions		3,949,141			4,222,649
Shares reacquired		(15,163,582	)		(19,894,485	)
Increase		1,506,741			11,009,740

60

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Bond-Debenture Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Bond-Debenture Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian, brokers, and agent banks; when replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Bond-Debenture Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

61

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

62

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

63

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

64

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

65

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

66

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year, three-year, five-year and ten-year periods. The Board also considered Lord Abbett’s performance and reputation generally, the

67

Approval of Advisory Contract (continued)

performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible

68

Approval of Advisory Contract (concluded)

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

69

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 3% of the Fund’s ordinary income distributions qualified for the dividend received deduction.

70

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Bond-Debenture Portfolio	LASFBD-2 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Calibrated Dividend Growth Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
5	Investment Comparison
6	Information About Your Fund’s Expenses and Holdings Presented by Sector
8	Schedule of Investments
12	Statement of Assets and Liabilities
13	Statement of Operations
14	Statements of Changes in Net Assets
16	Financial Highlights
18	Notes to Financial Statements
25	Report of Independent Registered Public Accounting Firm
26	Supplemental Information to Shareholders

Lord Abbett Series Fund — Calibrated Dividend Growth Portfolio

Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Calibrated Dividend Growth Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 15.10%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the S&P 500^® Index¹, which returned 11.96% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index¹) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

The Fund focuses on U.S. large cap companies that consistently have grown their dividends over time, which represents a relatively narrow market segment, compared to its benchmark, the S&P 500. Relative to the S&P 500 benchmark, stock selection and sector weightings drove the Fund’s relative performance during the year.

Stock selection in the industrials sector was a positive contributor to the Fund’s performance, relative to its benchmark, during the period. Within industrials, one of the largest contributors was 3M Co., a diversified industrial manufacturer. 3M Co. reported stable, positive growth throughout the year with additional growth being forecasted in the future. Also contributing to relative performance was FedEx Corp., a provider of transportation, e-commerce, and business services. FedEx reported a strong fiscal first quarter of 2017, which beat consensus estimates, with earnings per share growing 20% year over year. In addition, the company was able to raise ground daily package volumes by 10%, while increasing margins in the segment by 0.20%.

The Fund’s sector underweight and positive stock selection in the health care sector also contributed to the Fund’s performance, relative to its benchmark. Within the health care sector, an overweight position in C.R. Bard, Inc., a medical equipment manufacturer, helped relative performance. The company benefited from a strong second quarter earnings report, which beat consensus estimates and raised future revenue growth estimates. The company’s international segments also contributed to earnings as investments overseas continued to pay off. Similarly, the Fund’s holdings of Abbvie Inc., a pharmaceuticals developer and manufacturer, contributed to performance. The company’s stock

2

advanced as challenges to its important Humira patent were rejected and Trump’s presidential victory was viewed positively for pharmaceuticals, with Hillary Clinton’s proposed reforms now less likely to succeed.

Conversely, the Fund’s stock selection in the consumer staples sector detracted from relative performance. Within consumer staples, shares of CVS Health Corp., an integrated pharmacy health care services company, detracted from performance. The company’s shares declined, reflecting a lower profit outlook following the projected loss of significant retail prescriptions due to new retail pharmacy networks that are excluding CVS pharmacy drug stores. Also detracting from relative performance were shares of Kimberly-Clark Corp., a global health and hygiene company, which declined during the period. The company reported third

quarter 2016 earnings that missed expectations with lower organic sales growth than estimated. Foreign exchange changes also adversely impacted the company as management cited a more challenging economic and competitive environment.

The Fund’s underweight to the financials sector also detracted from relative performance during the year. After a challenging start to the year, the sector performed strongly following Trump’s presidential victory and market expectations for stronger growth, higher inflation, and reduced regulations.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

3

¹ The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

4

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P 500^® Index and the S&P 900^® 10-Year Dividend Growth Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

The S&P 900^® 10-Year Dividend Growth Index is a custom index that, along with changes in the Fund’s investment strategy, the Fund began disclosing in its prospectus effective September 27, 2012.

Average Annual Total Returns for the Periods Ended December 31, 2016
	1 Year	5 Years	10 Years
Class VC	15.10%	12.57%	6.92%

¹ Performance for the unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of the index is not necessarily representative of the Fund’s performance.

² Performance for the unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on September 27, 2012.

5

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

6

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,034.60	$4.35
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.86	$4.32

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.85%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	9.03	%
Consumer Staples	18.04	%
Energy	7.85	%
Financials	6.78	%
Health Care	9.42	%
Industrials	19.72	%
Information Technology	12.36	%
Materials	5.10	%
Telecommunication Services	4.15	%
Utilities	6.57	%
Repurchase Agreement	0.98	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

7

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.93%
Aerospace & Defense 6.96%
General Dynamics Corp.		11,800	$	2,038
Lockheed Martin Corp.		10,692		2,672
Northrop Grumman Corp.		8,100		1,884
Raytheon Co.		13,500		1,917
United Technologies Corp.		31,100		3,409
Total				11,920
Air Freight & Logistics 0.66%
FedEx Corp.		6,065		1,129
Banks 0.66%
Cullen/Frost Bankers, Inc.		12,800		1,129
Beverages 3.77%
Coca-Cola Co. (The)		69,668		2,889
PepsiCo, Inc.		34,124		3,570
Total				6,459
Biotechnology 1.63%
AbbVie, Inc.		44,599		2,793
Capital Markets 2.94%
Eaton Vance Corp.		21,900		917
S&P Global, Inc.		14,200		1,527
SEI Investments Co.		20,800		1,027
T. Rowe Price Group, Inc.		20,800		1,565
Total				5,036
Chemicals 4.50%
Air Products & Chemicals, Inc.		4,800		690
International Flavors & Fragrances, Inc.		11,500		1,355
Monsanto Co.		24,095		2,535
PPG Industries, Inc.		17,306		1,640
Praxair, Inc.		5,500		645
RPM International, Inc.		15,800		851
Total				7,716
Commercial Services & Supplies 0.52%
Republic Services, Inc.		15,500		884

Investments	Shares		Fair Value (000)
Containers & Packaging 0.23%
Bemis Co., Inc.		8,100	$	387
Distributors 0.52%
Genuine Parts Co.		9,400		898
Diversified Telecommunication Services 4.15%
AT&T, Inc.		74,408		3,165
Verizon Communications, Inc.		73,800		3,939
Total				7,104
Electric: Utilities 3.33%
Edison International		27,400		1,973
Eversource Energy		45,600		2,518
NextEra Energy, Inc.		5,121		612
Southern Co. (The)		12,300		605
Total				5,708
Energy Equipment & Services 0.47%
Helmerich & Payne, Inc.		10,412		806
Food & Staples Retailing 7.25%
Costco Wholesale Corp.		15,300		2,450
CVS Health Corp.		29,700		2,344
Sysco Corp.		10,400		576
Wal-Mart Stores, Inc.		39,580		2,736
Walgreens Boots Alliance, Inc.		52,121		4,313
Total				12,419
Food Products 2.60%
Archer-Daniels-Midland Co.		38,000		1,735
General Mills, Inc.		28,100		1,736
Hormel Foods Corp.		19,800		689
Kellogg Co.		3,900		287
Total				4,447
Gas Utilities 0.18%
UGI Corp.		6,800		313

8

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Health Care Equipment & Supplies 4.01%
Becton, Dickinson & Co.		5,000	$	828
C.R. Bard, Inc.		10,088		2,266
Medtronic plc (Ireland)(a)		32,591		2,322
STERIS plc (United Kingdom)(a)		4,300		290
West Pharmaceutical Services, Inc.		13,700		1,162
Total				6,868
Health Care Providers & Services 1.56%
AmerisourceBergen Corp.		11,200		876
Cardinal Health, Inc.		25,048		1,803
Total				2,679
Hotels, Restaurants & Leisure 2.99%
McDonald’s Corp.		36,674		4,464
Cracker Barrel Old Country Store, Inc.		4,000		668
Total				5,132
Household Products 3.70%
Kimberly-Clark Corp.		31,635		3,610
Procter & Gamble Co. (The)		32,400		2,724
Total				6,334
Industrial Conglomerates 2.78%
3M Co.		23,017		4,110
Roper Technologies, Inc.		3,600		659
Total				4,769
Information Technology Services 4.59%
Accenture plc Class A (Ireland)(a)		18,000		2,108
Automatic Data Processing, Inc.		11,800		1,213
International Business Machines Corp.		27,387		4,546
Total				7,867

Investments	Shares		Fair Value (000)
Insurance 3.17%
Chubb Ltd. (Switzerland)(a)		30,764	$	4,065
Hanover Insurance Group, Inc. (The)		7,200		655
Old Republic International Corp.		37,800		718
Total				5,438
Machinery 4.76%
Caterpillar, Inc.		16,900		1,567
Cummins, Inc.		18,100		2,474
Graco, Inc.		12,100		1,006
Illinois Tool Works, Inc.		6,200		759
Nordson Corp.		3,500		392
Parker-Hannifin Corp.		4,700		658
Pentair plc (United Kingdom)(a)		23,100		1,295
Total				8,151
Metals & Mining 0.36%
Nucor Corp.		10,500		625
Multi-Utilities 3.05%
Dominion Resources, Inc.		47,200		3,615
SCANA Corp.		21,898		1,605
Total				5,220
Oil, Gas & Consumable Fuels 7.37%
Chevron Corp.		57,649		6,785
EOG Resources, Inc.		21,150		2,138
Exxon Mobil Corp.		7,200		650
Occidental Petroleum Corp.		29,073		2,071
Williams Cos., Inc. (The)		31,600		984
Total				12,628
Pharmaceuticals 2.21%
Johnson & Johnson		32,919		3,793
Professional Services 0.78%
Robert Half International, Inc.		27,500		1,342

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Road & Rail 1.69%
CSX Corp.		80,500	$	2,892
Semiconductors & Semiconductor Equipment 5.82%
Microchip Technology, Inc.		34,366		2,205
QUALCOMM, Inc.		79,057		5,154
Texas Instruments, Inc.		35,700		2,605
Total				9,964
Software 1.95%
Microsoft Corp.		53,700		3,337
Specialty Retail 3.84%
Best Buy Co., Inc.		20,900		892
Lowe’s Cos., Inc.		36,525		2,598
Ross Stores, Inc.		27,000		1,771
Tiffany & Co.		9,100		704
TJX Cos., Inc. (The)		8,200		616
Total				6,581
Textiles, Apparel & Luxury Goods 1.66%
NIKE, Inc. Class B		39,600		2,013
VF Corp.		15,600		832
Total				2,845
Tobacco 0.71%
Reynolds American, Inc.		21,700		1,216
Trading Companies & Distributors 1.56%
MSC Industrial Direct Co., Inc. Class A		15,600		1,441
W.W. Grainger, Inc.		5,300		1,231
Total				2,672
Total Common Stocks (cost $163,064,541)				169,501

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 0.99%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $1,615,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $1,722,360; proceeds: $1,684,993 (cost $1,684,987)	$	1,685	$	1,685
Total Investments in Securities 99.92% (cost $164,749,528)				171,186
Other Assets in Excess of Liabilities(b) 0.08%				144
Net Assets 100.00%			$	171,330

(a)	Foreign security traded in U.S. dollars.
(b)	Other Assets in Excess of Liabilities include net unrealized depreciation on futures contracts as follows:

Open Futures Contracts at December 31, 2016:
Type	Expiration	Contracts	Position	Notional Value	Unrealized Depreciation
E-Mini S&P 500 Index	March 2017	11	Long	$1,229,910	$(4,125)

10 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

	Level 1			Level 2			Level 3			Total
Investment Type(2)(3)	(000)				(000)			(000)		(000)
Common Stocks	$	169,501			$	–		$	–	$	169,501
Repurchase Agreement		–				1,685			–		1,685
Total	$	169,501			$	1,685		$	–	$	171,186
Other Financial Instruments
Futures Contracts
Assets	$	–			$	–		$	–	$	–
Liabilities		(4	)			–			–		(4	)
Total	$	(4	)		$	–		$	–	$	(4	)

(1)	Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 11

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $164,749,528)	$	171,186,010
Deposits with brokers for futures collateral		47,500
Receivables:
Investment securities sold		1,084,137
Interest and dividends		255,013
Capital shares sold		121,898
From advisor (See Note 3)		55,180
Prepaid expenses		935
Total assets		172,750,673
LIABILITIES:
Payables:
Investment securities purchased		1,085,411
Management fee		108,947
Capital shares reacquired		78,510
Directors’ fees		20,204
Variation margin		4,507
Fund administration		5,810
Accrued expenses		117,346
Total liabilities		1,420,735
NET ASSETS	$	171,329,938
COMPOSITION OF NET ASSETS:
Paid-in capital	$	164,571,350
Distributions in excess of net investment income		(19,946	)
Accumulated net realized gain on investments and futures contracts		346,177
Net unrealized appreciation on investments and futures contracts		6,432,357
Net Assets	$	171,329,938
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		11,838,532
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)	$	14.47

12 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	3,997,074
Interest		644
Total investment income		3,997,718
Expenses:
Management fee		1,094,221
Non 12b-1 service fees		365,308
Shareholder servicing		164,080
Fund administration		58,358
Reports to shareholders		33,119
Directors’ fees		4,872
Professional		52,738
Custody		36,445
Other		12,894
Gross expenses		1,822,035
Expense reductions (See Note 9)		(573	)
Fees waived and expenses reimbursed (See Note 3)		(581,345	)
Net expenses		1,240,117
Net investment income		2,757,601
Net realized and unrealized gain:
Net realized gain on investments		11,169,750
Net realized gain on futures contracts		146,195
Net change in unrealized appreciation/depreciation on investments		5,544,538
Net change in unrealized appreciation/depreciation on futures contracts		164
Net realized and unrealized gain		16,860,647
Net Increase in Net Assets Resulting From Operations	$	19,618,248

See Notes to Financial Statements. 13

Statements of Changes in Net Assets

INCREASE (DECREASE) IN NET ASSETS	For the Year Ended December 31, 2016				For the Year Ended December 31, 2015
Operations:
Net investment income		$	2,757,601			$	1,943,595
Net realized gain on investments and futures contracts			11,315,945				6,372,114
Net change in unrealized appreciation/depreciation on investments and futures contracts			5,544,702				(10,981,684	)
Net increase (decrease) in net assets resulting from operations			19,618,248				(2,665,975	)
Distributions to shareholders from:
Net investment income			(2,760,683	)			(1,956,907	)
Net realized gain			(10,343,840	)			(9,585,159	)
Total distributions to shareholders			(13,104,523	)			(11,542,066	)
Capital share transactions (See Note 14):
Proceeds from sales of shares			87,781,663				31,364,855
Reinvestment of distributions			13,104,523				11,542,066
Cost of shares reacquired			(41,085,594	)			(41,983,707	)
Net increase in net assets resulting from capital share transactions			59,800,592				923,214
Net increase (decrease) in net assets			66,314,317				(13,284,827	)
NET ASSETS:
Beginning of year		$	105,015,621			$	118,300,448
End of year		$	171,329,938			$	105,015,621
Distributions in excess of net investment income		$	(19,946	)		$	(16,864	)

14 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
	Net asset value, beginning of period		Net invest- ment income(a)		Net realized and unrealized gain (loss)			Total from invest- ment opera- tions			Net investment income			Net realized gain			Total distri- butions
12/31/2016		$13.60		$0.28		$ 1.78			$ 2.06			$(0.25	)		$(0.94	)		$(1.19	)
12/31/2015		15.55		0.27		(0.60	)		(0.33	)		(0.27	)		(1.35	)		(1.62	)
12/31/2014		16.27		0.27		1.60			1.87			(0.29	)		(2.30	)		(2.59	)
12/31/2013		14.22		0.26		3.68			3.94			(0.28	)		(1.61	)		(1.89	)
12/31/2012		13.03		0.34		1.29			1.63			(0.44	)		–			(0.44	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.

16 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
Net asset value, end of period		Total return(b) (%)			Total expenses after waivers and/or reim- bursements (%)		Total expenses (%)		Net investment income (%)		Net assets, end of period (000)		Portfolio turnover rate (%)
	$14.47		15.10			0.85		1.25		1.89		$171,330		75.49
	13.60		(2.13	)		0.85		1.28		1.76		105,016		69.61
	15.55		11.54			0.85		1.25		1.63		118,300		79.31
	16.27		27.93			0.85		1.27		1.62		128,593		65.36
	14.22		12.46			1.07		1.26		2.42		110,603		116.38

See Notes to Financial Statements. 17

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Calibrated Dividend Growth Portfolio (the “Fund”).

The Fund’s investment objective is to seek current income and capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

18

Notes to Financial Statements (continued)

	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on futures contracts and foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Futures Contracts–The Fund may purchase and sell index futures contracts to manage cash, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
(h)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an

19

Notes to Financial Statements (continued)

agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

(i)

Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments;

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

• Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

20

Notes to Financial Statements (continued)

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .35% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .85%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	4,821,625	$	5,299,556
Net long-term capital gains		8,282,898		6,242,510
Total distributions paid	$	13,104,523	$	11,542,066

21

Notes to Financial Statements (continued)

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	1,216,635
Undistributed long-term capital gains		696,061
Total undistributed earnings		1,912,696
Temporary differences		(20,203	)
Unrealized gains – net		4,866,095
Total accumulated gains – net	$	6,758,588

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	166,319,915
Gross unrealized gain		8,066,778
Gross unrealized loss		(3,200,683	)
Net unrealized security gain	$	4,866,095

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$157,793,354	$108,703,756

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES  

The Fund entered into E-Mini S&P 500 Index futures contracts for the fiscal year ended December 31, 2016 (as described in note 2(g)) to manage cash. The Fund bears the risk that the underlying index will move unexpectedly, in which case the Fund may realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

As of December 31, 2016, the Fund had futures contracts with unrealized depreciation of $(4,125), which is included in the Schedule of Investments. Only current day’s variation margin is reported within the Fund’s Statement of Assets and Liabilities. Amounts of $146,195 and $164 are included in the Statement of Operations related to futures contracts under the captions Net realized gain on futures contracts and Net change in unrealized appreciation/depreciation on futures contracts, respectively. The average number of futures contracts throughout the period was 10.

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash

22

Notes to Financial Statements (continued)

collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

			Gross Amounts		Net Amounts of
			Offset in the		Assets Presented
	Gross Amounts of		Statement of Assets		in the Statement of
Description	Recognized Assets		and Liabilities		Assets and Liabilities
Repurchase Agreement		$1,684,987	$	–		$1,684,987
Total		$1,684,987	$	–		$1,684,987

	Net Amounts
	of Assets		Amounts Not Offset in the
	Presented in		Statement of Assets and Liabilities
	the Statement				Cash		Securities
	of Assets and		Financial		Collateral		Collateral			Net
Counterparty	Liabilities		Instruments		Received(a)		Received(a)			Amount(b)
Fixed Income Clearing Corp.		$1,684,987	$	–	$	–		$(1,684,987	)	$	–
Total		$1,684,987	$	–	$	–		$(1,684,987	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

8. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

9. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

10. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million,

23

Notes to Financial Statements (concluded)

or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

11. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

12. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

13. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing. The Fund invests primarily in equity securities of large and mid-sized company stocks that have a history of growing their dividends, but there is no guarantee that a company will pay a dividend. The value of the Fund’s investments in equity securities will fluctuate in response to general economic conditions and to the changes in the prospects of particular companies and/or sectors in the economy. If the Fund’s fundamental research and quantitative analysis fail to produce the intended result, the Fund may suffer losses or underperform its benchmark or other funds with the same investment objective or similar strategies, even in a rising market.

Large and mid-sized company stocks each may perform differently than the market as a whole and other types of stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. Mid-sized company stocks may be less able to weather economic shifts or other adverse developments than those of larger, more established companies.

The Fund’s exposure to foreign companies and markets presents increased market, liquidity, currency, political and other risks.

These factors can affect the Fund’s performance.

14. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended			Year Ended
	December 31, 2016			December 31, 2015
Shares sold		6,045,995			2,104,100
Reinvestment of distributions		893,876			827,804
Shares reacquired		(2,821,771	)		(2,817,767	)
Increase		4,118,100			114,137

24

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Calibrated Dividend Growth Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Calibrated Dividend Growth Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Calibrated Dividend Growth Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

25

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

26

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

27

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

28

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

29

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

30

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year, three-year and ten-year periods and

31

Approval of Advisory Contract (continued)

below the median of the performance peer group for the five-year period. The Board also considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than

32

Approval of Advisory Contract (concluded)

investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

33

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 69% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distributions paid to the shareholders during the fiscal year ended December 31, 2016, $2,060,942 and $8,282,898, respectively, represent short-term capital gains and long-term capital gains.

34

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Series Fund, Inc. Calibrated Dividend Growth Portfolio	SFCS-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Classic Stock Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Classic Stock Portfolio
Annual Report

For the fiscal year ended December 31, 2016

 

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Classic Stock Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 12.44%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000^® Index,¹ which returned 12.05% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries (OPEC) agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates in for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

The Fund modestly outperformed its index during the period. The largest contributors to relative performance during the 12-month period were the heath care and energy sectors. Within the health care sector, shares of UnitedHealth Group Inc., a diversified health and well-being company, rose in the fourth quarter

due to increased momentum in Medicare Advantage enrollment and 2017 earnings guidance that was well above consensus estimates. Shares of St. Jude Medical, Inc., a developer, manufacturer, and distributor of cardiovascular medical devices, surged in late April after it was announced that the company would be acquired by Abbott Laboratories at a substantial premium to its previous closing price, which validated our investment thesis that St. Jude’s underlying assets were more valuable than its share price implied. Within the energy sector, shares of Devon Energy Corp., a North American energy exploration and production company, rose as the company took several steps in 2016 to strengthen its balance sheet, including sale of valuable, but non-core, assets, which helped its shares rise as investors recognized this financial improvement. Shares of EOG Resources, Inc., an explorer, developer, producer, and marketer of natural gas and crude oil, also rose after the company released strong second quarter earnings and growth estimates. The company also advanced in the fourth quarter following OPEC’s agreement to reduce oil production for the first time in eight years.

The largest detractors to relative performance during the trailing 12-month period were the consumer staples and materials sectors. Within the consumer staples sector, shares of CVS Health Corporation, a pharmacy and health care company, fell after the California Public Employee’s Retirement System switched

2

their PBM (pharmacy benefit manager) contract to United Healthcare’s OptumRx. CVS was further hurt during the fourth quarter after the company revised its 2017 guidance expectations, which were well below consensus estimates. Shares of Colgate-Palmolive Co., a manufacturer and seller of consumer products, fell as the company experienced challenges from slower growth due to the headwinds from the macro-economic environment and pressures from competitors in China and India. Within the materials sector, shares of PPG Industries Inc., a manufacturer and distributor of coatings, specialty materials, and glass products, dropped as the

company’s large international exposure created challenges due to the uncertainty of macro-economic conditions, foreign exchange headwinds, and rising prices of raw materials. Shares of Dow Chemical Co., a diversified chemical company that provides chemical, plastic, and agricultural products and services to various customer markets, fell due to investor concerns of a potential global recession following “Brexit”.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹  The Russell 1000^® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represent approximately 92% of the total market capitalization of the Russell 3000 Index.

²  The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell 1000^® Index and the S&P 500^® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption or Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

	Average Annual Total Returns for the
	Periods Ended December 31, 2016
	1 Year	5 Years	10 years
Class VC	12.44%	12.69%	6.16%

¹  Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning	Ending	Expenses
	Account	Account	Paid During
	Value	Value	Period†
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,095.30	$5.00
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.36	$4.82

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.95%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	10.02	%
Consumer Staples	7.42	%
Energy	10.78	%
Financials	17.40	%
Health Care	11.91	%
Industrials	9.99	%
Information Technology	20.59	%
Materials	2.97	%
Real Estate	2.41	%
Telecommunication Services	1.33	%
Utilities	3.10	%
Repurchase Agreement	2.08	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.00%
Aerospace & Defense 0.67%
TransDigm Group, Inc.		1,209	$	301
Banks 8.05%
Citizens Financial Group, Inc.		32,463		1,157
East West Bancorp, Inc.		16,354		831
Wells Fargo & Co.		29,974		1,652
Total				3,640
Beverages 3.55%
PepsiCo, Inc.		15,322		1,603
Biotechnology 0.93%
Celgene Corp.*		3,631		420
Capital Markets 3.32%
Morgan Stanley		10,724		453
TD Ameritrade Holding Corp.		24,019		1,047
Total				1,500
Chemicals 2.97%
Dow Chemical Co. (The)		11,720		671
PPG Industries, Inc.		7,108		673
Total				1,344
Communications Equipment 2.27%
Cisco Systems, Inc.		34,023		1,028
Consumer Finance 2.43%
Discover Financial Services		15,213		1,097
Diversified Telecommunication Services 1.34%
AT&T, Inc.		14,188		603
Electric: Utilities 3.10%
NextEra Energy, Inc.		7,871		940
PG&E Corp.		7,593		462
Total				1,402
Energy Equipment & Services 1.74%
Schlumberger Ltd.		9,370		787

Investments	Shares		Fair Value (000)
Equity Real Estate Investment Trusts 2.41%
Boston Properties, Inc.		4,899	$	616
Vornado Realty Trust		4,537		474
Total				1,090
Food & Staples Retailing 0.30%
CVS Health Corp.		1,707		135
Food Products 3.10%
Mondelez International, Inc. Class A		31,625		1,402
Health Care Equipment & Supplies 2.43%
Abbott Laboratories		28,613		1,099
Health Care Providers & Services 3.48%
UnitedHealth Group, Inc.		9,836		1,574
Hotels, Restaurants & Leisure 1.37%
Yum! Brands, Inc.		9,798		620
Household Durables 1.10%
Lennar Corp. Class A		11,543		496
Household Products 0.48%
Colgate-Palmolive Co.		3,295		216
Industrial Conglomerates 4.93%
General Electric Co.		39,869		1,260
Honeywell International, Inc.		8,361		968
Total				2,228
Information Technology Services 1.88%
Fidelity National Information Services, Inc.		11,212		848
Insurance 3.61%
Chubb Ltd. (Switzerland)(a)		8,674		1,146
Hartford Financial Services Group, Inc. (The)		10,225		487
Total				1,633
Internet Software & Services 3.62%
Alphabet, Inc. Class A*		2,066		1,637

See Notes to Financial Statements. 7

Schedule of Investments (continued)

Investments	Shares		Fair Value (000)
Life Sciences Tools & Services 1.12%
Thermo Fisher Scientific, Inc.		3,581	$	505
Machinery 2.84%
Caterpillar, Inc.		5,314		493
ITT, Inc.		13,720		529
PACCAR, Inc.		4,064		260
Total				1,282
Media 2.32%
Comcast Corp. Class A		11,594		801
Time Warner, Inc.		2,563		247
Total				1,048
Oil, Gas & Consumable Fuels 9.04%
Anadarko Petroleum Corp.		11,751		819
Devon Energy Corp.		15,665		715
EOG Resources, Inc.		12,749		1,289
Occidental Petroleum Corp.		11,579		825
Range Resources Corp.		12,792		440
Total				4,088
Pharmaceuticals 3.96%
Pfizer, Inc.		55,069		1,789
Road & Rail 1.57%
CSX Corp.		19,755		710
Semiconductors & Semiconductor Equipment 5.45%
Broadcom Ltd. (Singapore)(a)		2,658		470
Microchip Technology, Inc.		11,485		736
QUALCOMM, Inc.		19,291		1,258
Total				2,464
Software 3.28%
Microsoft Corp.		23,876		1,484

Investments	Shares		Fair Value (000)
Specialty Retail 5.24%
AutoZone, Inc.*		1,479	$	1,168
Foot Locker, Inc.		8,094		574
L Brands, Inc.		9,523		627
Total				2,369
Technology Hardware, Storage & Peripherals 4.10%
Apple, Inc.		16,012		1,854
Total Common Stocks (cost $39,928,641)		��		44,296
	Principal Amount (000)
SHORT-TERM INVESTMENT 2.08%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $900,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $959,829; proceeds: $938,803 (cost $938,800)		$939		939
Total Investments in Securities 100.08% (cost $40,867,441)				45,235
Liabilities in Excess of Other Assets (0.08)%				(38	)
Net Assets 100.00%			$	45,197

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	44,296	$	–	$	–	$	44,296
Repurchase Agreement		–		939		–		939
Total	$	44,296	$	939	$	–	$	45,235

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $40,867,441)	$	45,235,172
Receivables:
Interest and dividends		71,282
From advisor (See Note 3)		14,427
Capital shares sold		6,025
Prepaid expenses and other assets		1,410
Total assets		45,328,316
LIABILITIES:
Payables:
Management fee		27,057
Capital shares reacquired		18,729
Directors’ fees		6,008
Fund administration		1,546
Accrued expenses		77,834
Total liabilities		131,174
NET ASSETS	$	45,197,142
COMPOSITION OF NET ASSETS:
Paid-in capital	$	40,351,848
Distributions in excess of net investment income		(221	)
Accumulated net realized gain on investments		477,784
Net unrealized appreciation on investments		4,367,731
Net Assets	$	45,197,142
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		3,612,556
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$12.51

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	864,632
Interest and other		368
Total investment income		865,000
Expenses:
Management fee		280,967
Non 12b-1 service fees		100,405
Shareholder servicing		49,962
Fund administration		16,055
Reports to shareholders		29,585
Directors’ fees		1,379
Professional		42,815
Custody		8,561
Other		5,256
Gross expenses		534,985
Expense reductions (See Note 8)		(158	)
Fees waived and expenses reimbursed (See Note 3)		(153,515	)
Net expenses		381,312
Net investment income		483,688
Net realized and unrealized gain:
Net realized gain on investments		1,660,746
Net change in unrealized appreciation/depreciation on investments		2,623,332
Net realized and unrealized gain		4,284,078
Net Increase in Net Assets Resulting From Operations	$	4,767,766

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

INCREASE (DECREASE) IN NET ASSETS	For the Year Ended December 31, 2016			For the Year Ended December 31, 2015
Operations:
Net investment income	$	483,688		$	312,587
Net realized gain on investments		1,660,746			5,555,517
Net change in unrealized appreciation/depreciation on investments		2,623,332			(6,847,347	)
Net increase (decrease) in net assets resulting from operations		4,767,766			(979,243	)
Distributions to shareholders from:
Net investment income		(442,540	)		(305,595	)
Net realized gain		(1,677,064	)		(6,419,296	)
Total distributions to shareholders		(2,119,604	)		(6,724,891	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		29,910,562			25,924,123
Reinvestment of distributions		2,119,575			6,724,890
Cost of shares reacquired		(23,123,823	)		(34,599,609	)
Net increase (decrease) in net assets resulting from capital share transactions		8,906,314			(1,950,596	)
Net increase (decrease) in net assets		11,554,476			(9,654,730	)
NET ASSETS:
Beginning of year	$	33,642,666		$	43,297,396
End of year	$	45,197,142		$	33,642,666
Distributions in excess of net investment income	$	(221	)	$	(5,249	)

12 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
								Total
					Net			from
	Net asset		Net		realized			invest-
	value,		invest-		and			ment			Net			Net			Total
	beginning		ment		unrealized			opera-			investment			realized			distri-
	of period		income(a)		gain (loss)			tions			income			gain			butions
12/31/2016		$11.66		$0.14		$ 1.31			$ 1.45			$(0.13	)		$(0.47	)		$(0.60	)
12/31/2015		14.15		0.11		(0.23	)		(0.12	)		(0.11	)		(2.26	)		(2.37	)
12/31/2014		14.77		0.10		1.25			1.35			(0.11	)		1.86			(1.97	)
12/31/2013		12.77		0.14		3.64			3.78			(0.15	)		(1.63	)		(1.78	)
12/31/2012		11.21		0.14		1.55			1.69			(0.13	)		–			(0.13	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
					Total
					expenses
Net					after						Net
asset					waivers				Net		assets,		Portfolio
value,		Total			and/or reim-		Total		investment		end of		turnover
end of		return(b)			bursements		expenses		income		period		rate
period		(%)			(%)		(%)		(%)		(000)		(%)
	$12.51		12.44			0.95		1.33		1.20		$45,197		100.02
	11.66		(0.90	)		0.95		1.32		0.78		33,643		100.46
	14.15		9.14			0.95		1.30		0.68		43,297		49.77
	14.77		29.85			0.95		1.31		0.95		45,458		42.01
	12.77		15.09			0.95		1.32		1.13		39,909		23.58

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Classic Stock Portfolio (the “Fund”).

The Fund’s investment objective is growth of capital and growth of income consistent with reasonable risk. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES 

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(h)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable

17

Notes to Financial Statements (continued)

inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.70%
Next $1 billion	.65%
Over $2 billion	.60%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .32% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary

18

Notes to Financial Statements (continued)

to limit total net annual operating expenses, to an annual rate of ..95%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	442,540	$	305,595
Net long-term capital gains		1,677,064		6,419,296
Total distributions paid	$	2,119,604	$	6,724,891

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	5,787
Undistributed long-term capital gains		685,043
Total undistributed earnings		690,830
Temporary differences		(6,008	)
Unrealized gains – net		4,160,472
Total accumulated gains – net	$	4,845,294

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	41,074,700
Gross unrealized gain		4,660,964
Gross unrealized loss		(500,492	)
Net unrealized security gain	$	4,160,472

19

Notes to Financial Statements (continued)

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain distributions received and wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in	Accumulated
Excess of Net	Net Realized
Investment Income	Gain
$(36,120)	$36,120

The permanent differences are attributable to the tax treatment of certain distributions received.

5. PORTFOLIO SECURITIES TRANSACTIONS 

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$45,795,535	$39,309,303

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES 

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement		$938,800	$	–		$938,800
Total		$938,800	$	–		$938,800

20

Notes to Financial Statements (continued)

	Net Amounts
	of Assets	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement			Cash		Securities
	of Assets and	Financial		Collateral		Collateral			Net
Counterparty	Liabilities	Instruments		Received(a)		Received(a)			Amount(b)
Fixed Income Clearing Corp.	$938,800	$	–	$	–		$(938,800	)	$	–
Total	$938,800	$	–	$	–		$(938,800	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION 

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS 

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT 

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM 

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

21

Notes to Financial Statements (concluded)

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT 

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS 

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and growth stocks. This means the value of your investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large-cap value and growth stocks may perform differently than the market as a whole and differently than each other or other types of stocks, such as small company stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. Growth stocks may be more volatile than other stocks. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to its investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS 

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016	Year Ended December 31, 2015
Shares sold	2,570,120	1,904,507
Reinvestment of distributions	169,122	558,469
Shares reacquired	(2,011,279)	(2,638,654	)
Increase (decrease)	727,963	(175,678	)

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Classic Stock Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Classic Stock Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Classic Stock Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

23

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director ofAutomatic Data Processing, Inc. (since 2007) andRegions Financial Corporation (since 2010).Previously served as a director of Crane Co.(1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. MorganAsset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The HillCompany, a business consulting firm (since 1998). Other Directorships: Currently serves as director ofAnthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One EquityPartners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally.The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance.The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year, three-year and ten-year periods and below the median of the performance peer group for the five-year period. The Board also considered Lord

29

Approval of Advisory Contract (continued)

Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods.The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability.The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale.The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett.The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible

30

Approval of Advisory Contract (concluded)

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements.The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 100% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distributions paid to shareholders during the fiscal year ended December 31, 2016, $1,677,064 represents long-term capital gains.

32

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by		SFCLASS-PORT-3
LORD ABBETT DISTRIBUTOR LLC.	Classic Stock Portfolio	(02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Developing Growth Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Developing Growth Portfolio
Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Developing Growth Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned -2.60%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 2000 Growth^® Index¹, which returned 11.32% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, and was reported at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

The leading detractor from the Fund’s performance relative to the benchmark during the period was stock selection within the information technology sector. Within this sector, the Fund’s position in SunPower Corp., a global energy company, was a primary detractor. Shares of SunPower fell during the period as the company failed to

deliver on second quarter earnings expectations and lowered future revenue and margin guidance. Another detractor within the sector was the Fund’s position in Gogo, Inc., a provider of in-flight connectivity and wireless entertainment solutions. Shares of Gogo fell as the company reported mixed results for third quarter 2016; the growth of its average revenue per aircraft was expected to slow.

Stock selection in the industrials sector was another detractor from the Fund’s performance relative to the benchmark during the period. Within this sector, the Fund’s holdings of Dycom Industries, Inc., a North American provider of specialty contracting services, detracted most. Dycom experienced a pause in fiber deployment from an unnamed customer, which had a significant effect on its fiscal fourth quarter revenue.

The leading contributor to the Fund’s relative performance during the reporting period was security selection in the health care sector. Within this sector, the Fund’s holdings of Exelixis, Inc., a biopharmaceutical company, contributed most. Shares of Exelixis rose as its kidney cancer treatment, CABOMETYX, was approved in Europe. Another contributor within this sector over the past year was the Fund’s position in ZELTIQ Aesthetics, Inc., a medical technology company. Shares of ZELTIQ Aesthetics rose as improvements in its utilization and international growth helped it beat third quarter revenue and earnings expectations.

2

An underweight in the real estate sector also positively impacted the portfolio’s relative performance during the period. The real estate sector was negatively impacted by investors’ shift away from income-oriented securities, as the probability of a December Federal Reserve rate hike increased and ultimately materialized.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹ The Russell 2000^® Growth Index measures the performance of those Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values.

² The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 2000^® Growth Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would belower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waivedor reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

Average Annual Total Returns for the Periods Ended December 31, 2016
	1 Year	5 Years	Life of Class
Class VC2	–2.60%	10.25%	10.79%

¹ Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on May 1, 2010.

² The Class VC shares commenced operations on April 23, 2010. Performance for the Class began on May 1, 2010.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	7/1/16	12/31/16	7/1/16 - 12/31/16
Class VC
Actual	$1,000.00	$1,063.20	$4.67
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.61	$4.57

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.90%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	13.90	%
Energy	6.63	%
Financials	13.77	%
Health Care	15.88	%
Industrials	20.97	%
Information Technology	20.77	%
Materials	8.08	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6 See Notes to Financial Statements.

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 99.01%
Aerospace & Defense 2.59%
DigitalGlobe, Inc.*		16,947	$	486
TASER International, Inc.*		10,517		255
Total				741
Air Freight & Logistics 0.93%
XPO Logistics, Inc.*		6,135		265
Airlines 1.36%
Spirit Airlines, Inc.*		6,707		388
Auto Components 0.50%
Tenneco, Inc.*		2,285		143
Banks 11.30%
Chemical Financial Corp.		4,137		224
Columbia Banking System, Inc.		3,414		153
FCB Financial Holdings, Inc. Class A*		948		45
Glacier Bancorp, Inc.		931		34
Hancock Holding Co.		3,576		154
Home BancShares, Inc.		5,718		159
IBERIABANK Corp.		2,801		235
LegacyTexas Financial Group, Inc.		4,141		178
MB Financial, Inc.		4,921		232
Pinnacle Financial Partners, Inc.		3,318		230
Texas Capital Bancshares, Inc.*		3,653		286
Webster Financial Corp.		7,035		382
Western Alliance Bancorp*		11,993		584
Wintrust Financial Corp.		4,611		335
Total				3,231
Biotechnology 6.58%
ACADIA Pharmaceuticals, Inc.*		2,750		79
Agios Pharmaceuticals, Inc.*		1,571		66
ARIAD Pharmaceuticals, Inc.*		17,495		218
Blueprint Medicines Corp.*		5,681		159
Exact Sciences Corp.*		5,063		68
Exelixis, Inc.*		28,540		425
Sage Therapeutics, Inc.*		4,491		229

Investments	Shares		Fair Value (000)
Biotechnology (continued)
Spark Therapeutics, Inc.*		4,267	$	213
TESARO, Inc.*		3,160		425
Total				1,882
Building Products 1.91%
Apogee Enterprises, Inc.		4,738		254
Builders FirstSource, Inc.*		26,499		291
Total				545
Capital Markets 2.34%
Evercore Partners, Inc. Class A		5,762		396
WisdomTree Investments, Inc.		24,560		273
Total				669
Chemicals 2.54%
Huntsman Corp.		18,380		351
Minerals Technologies, Inc.		4,862		375
Total				726
Commercial Services & Supplies 0.51%
Tetra Tech, Inc.		3,410		147
Construction & Engineering 2.98%
Granite Construction, Inc.		2,506		138
MasTec, Inc.*		8,564		327
Quanta Services, Inc.*		11,123		388
Total				853
Construction Materials 1.06%
Eagle Materials, Inc.		3,064		302
Distributors 0.86%
Pool Corp.		2,361		246
Electronic Equipment, Instruments & Components 3.29%
Belden, Inc.		3,777		282
Cognex Corp.		6,060		386
Coherent, Inc.*		1,978		272
Total				940
Energy Equipment & Services 2.78%
Nabors Industries Ltd.		13,513		222
Patterson-UTI Energy, Inc.		8,157		219

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Energy Equipment & Services (continued)
U.S. Silica Holdings, Inc.		6,266	$	355
Total				796
Health Care Equipment & Supplies 5.56%
ABIOMED, Inc.*		1,381		156
Glaukos Corp.*		6,424		220
Insulet Corp.*		5,792		218
Masimo Corp.*		2,202		148
Nevro Corp.*		1,827		133
Penumbra, Inc.*		3,395		217
ZELTIQ Aesthetics, Inc.*		11,475		499
Total				1,591
Health Care Providers & Services 1.03%
HealthEquity, Inc.*		7,313		296
Health Care Technology 1.86%
Cotiviti Holdings, Inc.*		7,280		251
Veeva Systems, Inc. Class A*		6,884		280
Total				531
Hotels, Restaurants & Leisure 4.24%
Dave & Buster’s Entertainment, Inc.*		9,889		557
Extended Stay America, Inc. Unit		17,600		284
Planet Fitness, Inc. Class A		18,551		373
Total				1,214
Household Durables 2.43%
iRobot Corp.*		9,949		582
Universal Electronics, Inc.*		1,743		112
Total				694
Information Technology Services 1.71%
Cardtronics plc Class A (United Kingdom)*(a)		6,283		343
CSRA, Inc.		4,635		147
Total				490
Internet & Direct Marketing Retail 0.96%
Etsy, Inc.*		23,405		276

Investments	Shares		Fair Value (000)
Internet Software & Services 6.08%
2U, Inc.*		6,858	$	207
Five9, Inc.*		12,452		177
GoDaddy, Inc. Class A*		3,082		108
GrubHub, Inc.*		4,042		152
Match Group, Inc.*		11,664		199
Nutanix, Inc. Class A*		2,570		68
Shopify, Inc. Class A (Canada)*(a)		3,453		148
Stamps.com, Inc.*		2,784		319
Twilio, Inc. Class A*		4,930		142
Wix.com Ltd. (Israel)*(a)		4,917		219
Total				1,739
Life Sciences Tools & Services 0.69%
Bio-Techne Corp.		1,393		143
Pacific Biosciences of California, Inc.*		14,260		54
Total				197
Machinery 3.10%
Allison Transmission Holdings, Inc.		7,541		254
Astec Industries, Inc.		2,538		171
Nordson Corp.		4,126		463
Total				888
Media 2.19%
IMAX Corp. (Canada)*(a)		9,445		296
Live Nation Entertainment, Inc.*		12,394		330
Total				626
Metals & Mining 4.41%
AK Steel Holding Corp.*		48,962		500
Cliffs Natural Resources, Inc.*		33,117		279
United States Steel Corp.		14,646		483
Total				1,262
Multi-Line Retail 0.46%
Ollie’s Bargain Outlet Holdings, Inc.*		4,685		133

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

Investments	Shares		Fair Value (000)
Oil, Gas & Consumable Fuels 3.78%
Arch Coal, Inc. Class A*		1,760	$	137
Callon Petroleum Co.*		12,032		185
GasLog Ltd. (Monaco)(a)		26,940		434
Oasis Petroleum, Inc.*		14,533		220
WildHorse Resource Development Corp.*		7,172		105
Total				1,081
Professional Services 1.50%
WageWorks, Inc.*		5,917		429
Road & Rail 1.00%
Knight Transportation, Inc.		4,289		142
Swift Transportation Co.*		5,956		145
Total				287
Semiconductors & Semiconductor Equipment 5.57%
Acacia Communications, Inc.*		1,013		63
Cavium, Inc.*		3,451		215
Cirrus Logic, Inc.*		5,371		304
Inphi Corp.*		6,386		285
MACOM Technology Solutions Holdings, Inc.*		5,943		275
Monolithic Power Systems, Inc.		4,704		385
Silicon Motion Technology Corp. ADR		1,577		67
Total				1,594
Software 3.40%
8x8, Inc.*		12,755		182
Atlassian Corp. plc Class A (Australia)*(a)		4,422		107

Investments	Shares		Fair Value (000)
Software (continued)
Blackline, Inc.*		2,448	$	68
BroadSoft, Inc.*		1,757		72
Gigamon, Inc.*		2,937		134
HubSpot, Inc.*		2,898		136
Materialise NV ADR*		7,786		60
Proofpoint, Inc.*		3,015		213
Total				972
Specialty Retail 2.11%
Burlington Stores, Inc.*		3,841		325
Five Below, Inc.*		6,973		279
Total				604
Technology Hardware, Storage & Peripherals 0.52%
Electronics For Imaging, Inc.*		3,367		148
Trading Companies & Distributors 4.88%
Air Lease Corp.		12,347		424
Beacon Roofing Supply, Inc.*		11,802		544
MRC Global, Inc.*		10,169		206
MSC Industrial Direct Co., Inc. Class A		2,403		222
Total				1,396
Total Investments in Common Stock 99.01% (cost $26,719,392)				28,322
Other Assets in Excess of Liabilities 0.99%				283
Net Assets 100.00%			$	28,605

ADR	American Depositary Receipt.
Unit	More than one class of securities traded together.
*	Non-income producing security
(a)	Foreign security traded in U.S. dollars.

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

	Level 1		Level 2			Level 3			Total
Investment Type(2)(3)	(000)			(000)			(000)		(000)
Common Stocks	$	28,322		$	–		$	–	$	28,322
Total	$	28,322		$	–		$	–	$	28,322

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $26,719,392)	$	28,321,838
Receivables:
Investment securities sold		542,967
Capital shares sold		18,682
From advisor (See Note 3)		9,286
Dividends		6,680
Prepaid expenses		176
Total assets		28,899,629
LIABILITIES:
Payables:
To bank		156,865
Investment securities purchased		33,148
Management fee		19,359
Capital shares reacquired		15,189
Directors’ fees		1,760
Fund administration		1,033
Accrued expenses		67,528
Total liabilities		294,882
NET ASSETS	$	28,604,747
COMPOSITION OF NET ASSETS:
Paid-in capital	$	31,305,703
Accumulated net investment loss		(1,760	)
Accumulated net realized loss on investments		(4,301,642	)
Net unrealized appreciation on investments		1,602,446
Net Assets	$	28,604,747
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		1,318,682
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$21.69

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	173,231
Interest		282
Total investment income		173,513
Expenses:
Management fee		231,322
Non 12b-1 service fees		77,145
Shareholder servicing		47,481
Fund administration		12,337
Reports to shareholders		15,581
Directors’ fees		1,086
Professional		41,295
Custody		36,998
Other		3,452
Gross expenses		466,697
Expense reductions (See Note 8)		(121	)
Fees waived and expenses reimbursed (See Note 3)		(188,990	)
Net expenses		277,586
Net investment loss		(104,073	)
Net realized and unrealized gain (loss):
Net realized loss on investments		(1,968,606	)
Net change in unrealized appreciation/depreciation on investments		1,799,143
Net realized and unrealized loss		(169,463	)
Net Decrease in Net Assets Resulting From Operations	$	(273,536	)

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

	For the Year Ended				For the Year Ended
INCREASE (DECREASE) IN NET ASSETS	December 31, 2016				December 31, 2015
Operations:
Net investment loss		$	(104,073	)		$	(152,458	)
Net realized loss on investments			(1,968,606	)			(1,527,619	)
Net change in unrealized appreciation/depreciation on investments			1,799,143				(1,631,984	)
Net decrease in net assets resulting from operations			(273,536	)			(3,312,061	)
Distributions to shareholders from:
Net realized gain			–				(235,366	)
Capital share transactions (See Note 13):
Proceeds from sales of shares			15,087,712				22,904,779
Reinvestment of distributions			–				235,366
Cost of shares reacquired			(15,091,059	)			(8,205,194	)
Net increase (decrease) in net assets resulting from capital share transactions			(3,347	)			14,934,951
Net increase (decrease) in net assets			(276,883	)			11,387,524
NET ASSETS:
Beginning of year		$	28,881,630			$	17,494,106
End of year		$	28,604,747			$	28,881,630
Accumulated net investment loss		$	(1,760	)		$	(1,069	)

12 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
			Investment operations:									Distributions to shareholders from:
	Net asset value, beginning of period		Net investment income (loss)(a)			Net realized and unrealized gain (loss)			Total from investment operations				Net realized gain			Net asset value, end of period
12/31/2016		$22.28		$(0.07	)		$(0.52	)		$(0.59	)			$       –			$21.69
12/31/2015		24.46		(0.14	)		(1.86	)		(2.00	)			(0.18	)		22.28
12/31/2014		23.74		(0.16	)		1.03			0.87				(0.15	)		24.46
12/31/2013		16.43		(0.16	)		9.44			9.28				(1.97	)		23.74
12/31/2012		15.68		(0.08	)		1.98			1.90				(1.15	)		16.43

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

			Ratios to Average Net Assets:							Supplemental Data:
Total return(b) (%)			Total expenses after waivers and/or reimburse- ments (%)		Total expenses (%)		Net investment income (loss) (%)			Net assets, end of period (000)		Portfolio turnover rate (%)
	(2.60	)		0.90		1.51		(0.34	)	$	28,605		222.26
	(8.21	)		0.90		1.56		(0.56	)		28,882		196.74
	3.71			0.90		2.02		(0.68	)		17,494		235.07
	56.68			0.90		6.47		(0.72	)		4,294		245.36
	12.11			0.90		26.16		(0.48	)		327		176.45

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Developing Growth Portfolio (the “Fund”).

The Fund’s investment objective is long-term growth of capital. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(h)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs

17

Notes to Financial Statements (continued)

refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

Level 1 –	unadjusted quoted prices in active markets for identical investments;
Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $100 million	.75%
Over $100 million	.50%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of 0.14% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of ..04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 0.90%. This agreement may be terminated only upon the approval of the Board.

18

Notes to Financial Statements (continued)

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	–	$	187,754
Net long-term capital gains		–		47,612
Total distributions paid	$	–	$	235,366

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Capital loss carryforwards*	$	(3,966,903	)
Temporary differences		(1,760	)
Unrealized gains – net		1,267,707
Total accumulated losses – net	$	(2,700,956	)

* The capital losses will carry forward indefinitely.

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	27,054,131
Gross unrealized gain		2,009,432
Gross unrealized loss		(741,725	)
Net unrealized security gain	$	1,267,707

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

19

Notes to Financial Statements (continued)

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Accumulated Net Investment Loss	Accumulated Net Realized Loss	Paid-in Capital
$103,382	$893	$(104,275	)

The permanent differences are attributable to the tax treatment of net investment losses and certain distributions received.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$66,548,581	$66,528,730

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty. As of December 31, 2016, the Fund did not have assets or liabilities subject to the FASB disclosure requirements.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

20

Notes to Financial Statements (continued)

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general and to the changing prospects of individual companies in which the Fund invests.

The Fund has particular risks associated with growth stocks. Different types of stocks shift in and out of favor depending on market and economic conditions. Growth stocks tend to be more volatile than other stocks. In addition, if the Fund’s assessment of a company’s potential for growth or market conditions is wrong, it could suffer losses or produce poor performance relative to other funds, even in a rising market. The Fund invests primarily in small-cap growth company stocks, which tend to be more volatile and can be less liquid than other types of stocks. Small-cap companies may also have more limited product lines, markets or financial resources, and typically experience a higher risk of failure than large-cap companies. Because the Fund may invest a portion of its assets in foreign securities and American Depositary Receipts, it may experience increased market, liquidity, currency, political, information and other risks.

21

Notes to Financial Statements (concluded)

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016			Year Ended December 31, 2015
Shares sold		738,518			905,924
Reinvestment of distributions		–			10,541
Shares reacquired		(716,390	)		(335,235	)
Increase		22,128			581,230

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Developing Growth Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Developing Growth Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Developing Growth Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

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Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-year, three-year and five-year periods. The Board noted a presentation on investment performance by Lord Abbett, which, among other things, indicated the

29

Approval of Advisory Contract (continued)

Fund’s “high growth” style may have impacted its relative ranking in the performance peer group. The Board also considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than

30

Approval of Advisory Contract (concluded)

investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

32

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Series Fund, Inc.
	Developing Growth Portfolio	SFDG-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Fundamental Equity Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Fundamental Equity Portfolio
Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Fundamental Equity Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.to come.

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 15.74%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000^® Value Index¹, which returned 17.34% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates in for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

The Fund underperformed its benchmark during the period. During the trailing 12-month period, stock selection within the materials and consumer staples sectors detracted from relative performance the most. Within the materials sector, shares of E.I. DuPont de Neumours and Co., a science and

technology-based company, declined as the company faced fundamental headwinds from agriculture volatility, weaker global currencies, and slowing industrial production. Shares of Reliance Steel & Aluminum Co., a metals service center company, also fell during the third quarter due to lower-than-expected steel prices and easing of the company’s gross margins. Within the consumer staples sector, shares of CVS Health Corporation, a pharmacy and health care company, fell after the California Public Employee’s Retirement System switched their PBM (pharmacy benefit manager) contract to United Healthcare’s OptumRx. CVS was further hurt during the fourth quarter after the company revised its 2017 guidance expectations, which were well below consensus estimates. Shares of Kroger Co., an operator of retail food and drug stores, also dropped, as meat and dairy prices deflated and competition offering discounted prices accelerated.

The largest contributors to relative performance during the trailing 12-month period were the health care and financials sectors. Within the health care sector, shares of UnitedHealth Group Inc., a diversified health and well-being company, rose in the fourth quarter due to increased momentum in Medicare Advantage enrollment and 2017 earnings guidance that was well above consensus estimates. Shares of Johnson & Johnson, a developer, manufacturer, and seller of consumer health care products, spiked from

2

improving fundamentals, strong organic growth, and better than estimated earnings and sales during the second quarter. Within the financials sector, shares of Citizens Financial Group, Inc., a retail and commercial bank holdings company, rose, reflecting the company’s continuous profitability improvement and the anticipation for higher interest rates and a better U.S. economy following the presidential election. Shares of J.P. Morgan Chase & Co., a financial services and retail

banking company, also rose after the presidential election due to the anticipation of a better macro-economic environment with higher rates, less regulation, and lower taxes.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹  The Russell 1000^® Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

²  The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense

waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000^® Value Index, Russell 3000^® Index, Russell 3000^® Value Index, and S&P 500^® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

	Average Annual Total Returns for the Periods Ended December 31, 2016
	1 Year		5 Years		10 Years
Class VC	15.74	%	12.44	%	6.96%

¹  Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning		Ending		Expenses
	Account		Account		Paid During
	Value		Value		Period†
					7/1/16 -
	7/1/16		12/31/16		12/31/16†
Class VC
Actual	$	1,000.00	$	1,107.80	$	6.09
Hypothetical (5% Return Before Expenses)	$	1,000.00	$	1,019.36	$	5.84

^†  Net expenses are equal to the Fund’s annualized expense ratio of 1.15%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	6.81	%
Consumer Staples	5.52	%
Energy	13.97	%
Financials	26.14	%
Health Care	11.25	%
Industrials	11.84	%
Information Technology	10.58	%
Materials	3.76	%
Real Estate	2.60	%
Telecommunication Services	2.74	%
Utilities	3.72	%
Repurchase Agreement	1.07	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.33%
Aerospace & Defense 2.54%
General Dynamics Corp.		56,949	$	9,833
Airlines 0.96%
Delta Air Lines, Inc.		75,396		3,709
Banks 16.48%
Bank of America Corp.		350,454		7,745
Citizens Financial Group, Inc.		313,580		11,173
East West Bancorp, Inc.		141,744		7,205
JPMorgan Chase & Co.		193,821		16,725
Signature Bank*		26,322		3,954
Webster Financial Corp.		130,932		7,107
Wells Fargo & Co.		180,412		9,942
Total				63,851
Beverages 2.59%
PepsiCo, Inc.		95,800		10,024
Capital Markets 3.16%
Invesco Ltd.		182,414		5,534
TD Ameritrade Holding Corp.		153,978		6,714
Total				12,248
Chemicals 3.05%
Dow Chemical Co. (The)		142,650		8,162
LyondellBasell Industries NV Class A		42,769		3,669
Total				11,831
Communications Equipment 1.93%
Cisco Systems, Inc.		247,900		7,492
Consumer Finance 1.95%
Discover Financial Services		104,840		7,558
Diversified Telecommunication Services 2.72%
AT&T, Inc.		200,969		8,547
Verizon Communications, Inc.		37,300		1,991
Total				10,538

Investments	Shares		Fair Value (000)
Electric: Utilities 3.70%
Duke Energy Corp.		82,295	$	6,388
NextEra Energy, Inc.		66,502		7,944
Total				14,332
Energy Equipment & Services 1.93%
Halliburton Co.		138,208		7,476
Equity Real Estate Investment Trusts 2.59%
Boston Properties, Inc.		50,980		6,413
Vornado Realty Trust		34,600		3,611
Total				10,024
Food & Staples Retailing 0.35%
CVS Health Corp.		17,202		1,357
Food Products 2.07%
Mondelez International, Inc. Class A		180,913		8,020
Health Care Equipment & Supplies 2.12%
Abbott Laboratories		214,500		8,239
Health Care Providers & Services 2.97%
Aetna, Inc.		21,704		2,692
UnitedHealth Group, Inc.		55,207		8,835
Total				11,527
Hotels, Restaurants & Leisure 1.00%
Yum! Brands, Inc.		61,011		3,864
Household Durables 1.10%
Lennar Corp. Class A		99,121		4,255
Household Products 0.48%
Colgate-Palmolive Co.		28,200		1,845
Industrial Conglomerates 2.27%
General Electric Co.		278,600		8,804
Information Technology Services 1.41%
Fidelity National Information Services, Inc.		72,096		5,453

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Insurance 4.39%
Chubb Ltd. (Switzerland)(a)		68,100	$	8,998
Hartford Financial Services Group, Inc. (The)		168,063		8,008
Total				17,006
Machinery 4.37%
Caterpillar, Inc.		43,703		4,053
Dover Corp.		75,575		5,663
ITT, Inc.		126,612		4,883
PACCAR, Inc.		36,340		2,322
Total				16,921
Media 2.06%
Comcast Corp. Class A		100,153		6,915
Time Warner, Inc.		10,959		1,058
Total				7,973
Metals & Mining 0.69%
Reliance Steel & Aluminum Co.		33,472		2,662
Multi-Line Retail 0.96%
Target Corp.		51,566		3,725
Oil, Gas & Consumable Fuels 11.95%
Anadarko Petroleum Corp.		112,016		7,811
Devon Energy Corp.		118,800		5,426
EOG Resources, Inc.		87,497		8,846
Exxon Mobil Corp.		152,127		13,731
Hess Corp.		28,584		1,780
Occidental Petroleum Corp.		97,700		6,959
Range Resources Corp.		51,698		1,776
Total				46,329
Pharmaceuticals 6.09%
Johnson & Johnson		85,500		9,850
Pfizer, Inc.		422,900		13,736
Total				23,586
Road & Rail 1.63%
CSX Corp.		176,152		6,329

Investments	Shares		Fair Value (000)
Semiconductors & Semiconductor Equipment 4.65%
Intel Corp.		294,022	$	10,664
Microchip Technology, Inc.		31,704		2,034
QUALCOMM, Inc.		81,968		5,344
Total				18,042
Software 1.28%
Microsoft Corp.		79,864		4,963
Specialty Retail 1.65%
Foot Locker, Inc.		25,538		1,811
L Brands, Inc.		69,717		4,590
Total				6,401
Technology Hardware, Storage & Peripherals 1.24%
Hewlett Packard Enterprise Co.		208,222		4,818
Total Common Stocks (cost $343,922,023)				381,035
	Principal Amount (000)
SHORT-TERM INVESTMENT 1.06%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $3,940,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $4,201,919; proceeds: $4,116,416 (cost $4,116,402)		$4,116		4,116
Total Investments in Securities 99.39% (cost $348,038,425)				385,151
Other Assets in Excess of Liabilities 0.61%				2,367
Net Assets 100.00%			$	387,518

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	381,035	$	–	$	–	$	381,035
Repurchase Agreement		–		4,116		–		4,116
Total	$	381,035	$	4,116	$	–	$	385,151

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $348,038,425)	$	385,150,816
Receivables:
Investment securities sold		2,439,272
Interest and dividends		511,811
Capital shares sold		121,525
From advisor (See Note 3)		19,250
Prepaid expenses and other assets		12,269
Total assets		388,254,943
LIABILITIES:
Payables:
Management fee		250,540
Capital shares reacquired		91,625
Directors’ fees		48,682
Fund administration		13,362
Accrued expenses		332,438
Total liabilities		736,647
NET ASSETS	$	387,518,296
COMPOSITION OF NET ASSETS:
Paid-in capital	$	351,696,050
Distributions in excess of net investment income		(48,682	)
Accumulated net realized loss on investments		(1,241,463	)
Net unrealized appreciation (depreciation) on investments		37,112,391
Net Assets	$	387,518,296
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		21,174,524
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$18.30

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	8,419,885
Interest		2,712
Total investment income		8,422,597
Expenses:
Management fee		2,516,089
Non 12b-1 service fees		839,524
Shareholder servicing		376,067
Fund administration		134,191
Reports to shareholders		55,542
Directors’ fees		11,338
Professional		47,013
Custody		28,239
Other		34,740
Gross expenses		4,042,743
Expense reductions (See Note 8)		(1,331	)
Fees waived and expenses reimbursed (See Note 3)		(183,409	)
Net expenses		3,858,003
Net investment income		4,564,594
Net realized and unrealized gain:
Net realized gain on investments		7,678,555
Net change in unrealized appreciation/depreciation on investments		39,219,549
Net realized and unrealized gain		46,898,104
Net Increase in Net Assets Resulting From Operations	$	51,462,698

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

INCREASE (DECREASE) IN NET ASSETS	For the Year Ended December 31, 2016			For the Year Ended December 31, 2015
Operations:
Net investment income	$	4,564,594		$	3,167,545
Net realized gain on investments		7,678,555			15,821,072
Net change in unrealized appreciation/depreciation on investments		39,219,549			(35,286,125	)
Net increase (decrease) in net assets resulting from operations		51,462,698			(16,297,508	)
Distributions to shareholders from:
Net investment income		(4,325,749	)		(3,161,652	)
Net realized gain		(7,059,588	)		(24,501,799	)
Total distributions to shareholders		(11,385,337	)		(27,663,451	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		248,253,422			193,716,593
Reinvestment of distributions		11,385,337			27,663,450
Cost of shares reacquired		(173,204,196	)		(359,272,647	)
Net increase (decrease) in net assets resulting from capital share transactions		86,434,563			(137,892,604	)
Net increase (decrease) in net assets		126,511,924			(181,853,563	)
NET ASSETS:
Beginning of year	$	261,006,372		$	442,859,935
End of year	$	387,518,296		$	261,006,372
Distributions in excess of net investment income	$	(48,682	)	$	(44,359	)

12 See Notes to Financial Statements.

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13

Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
	Net asset value, beginning of period		Net invest- ment income(a)		Net realized and unrealized gain (loss)			Total from invest- ment opera- tions			Net investment income			Net realized gain			Total distri- butions
12/31/2016	$	16.28	$	0.23	$	2.34		$	2.57		$	(0.21	)	$	(0.34	)	$	(0.55	)
12/31/2015		18.61		0.16		(0.79	)		(0.63	)		(0.21	)		(1.49	)		(1.70	)
12/31/2014		21.03		0.09		1.43			1.52			(0.10	)		(3.84	)		(3.94	)
12/31/2013		17.61		0.05		6.18			6.23			(0.05	)		(2.76	)		(2.81	)
12/31/2012		16.26		0.10		1.63			1.73			(0.10	)		(0.28	)		(0.38	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
Net asset value, end of period		Total return(b) (%)			Total expenses after waivers and/or reim- bursements (%)		Total expenses (%)		Net investment income (%)		Net assets, end of period (000)		Portfolio turnover rate (%)
$	18.30		15.74			1.15		1.20		1.36	$	387,518		131.92
	16.28		(3.44	)		1.15		1.21		0.90		261,006		135.25
	18.61		7.14			1.15		1.19		0.43		442,860		131.55
	21.03		35.76			1.15		1.18		0.26		465,208		86.75
	17.61		10.58			1.15		1.19		0.60		314,022		78.16

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Fundamental Equity Portfolio (the “Fund”).

The Fund’s investment objective is long-term growth of capital and income without excessive fluctuations in market value. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2.	SIGNIFICANT ACCOUNTING POLICIES
(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

16

Notes to Financial Statements (continued)

	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

17

Notes to Financial Statements (continued)

(h) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances.The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments;

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

• Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75	%
Next $1 billion	.70	%
Over $2 billion	.65	%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .70% of the Fund’s average daily net assets.

18

Notes to Financial Statements (continued)

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.15%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to ..25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	9,867,397	$	5,438,690
Net long-term capital gains		1,517,940		22,224,761
Total distributions paid	$	11,385,337	$	27,663,451

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	3,204,712
Total undistributed earnings		3,204,712
Temporary differences		(48,682	)
Unrealized gains – net		32,666,216
Total accumulated gains – net	$	35,822,246

19

Notes to Financial Statements (continued)

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	352,484,600
Gross unrealized gain		37,042,991
Gross unrealized loss		(4,376,775	)
Net unrealized security gain	$	32,666,216

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in Excess of Net Investment Income			Accumulated Net Realized Loss
	$(243,168	)		$243,168

The permanent differences are attributable to the tax treatment of certain distributions.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases		Sales
$	510,433,719	$	432,022,950

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement		$4,116,402	$	–	$	4,116,402
Total		$4,116,402	$	–	$	4,116,402

20

Notes to Financial Statements (continued)

	Net Amounts of Assets Presented in		Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	the Statement of Assets and Liabilities		Financial Instruments		Cash Collateral Received(a)		Securities Collateral Received(a)			Net Amount(b)
Fixed Income Clearing Corp.	$	4,116,402	$	–	$	–	$	(4,116,402	)	$	–
Total	$	4,116,402	$	–	$	–	$	(4,116,402	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

21

Notes to Financial Statements (concluded)

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with investing in equity securities as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large value stocks, in which the Fund invests a significant portion of its assets, may perform differently than the market as a whole and other types of stocks, such as mid-sized or small-company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. Mid-cap and small-cap company stocks in which the Fund may invest may be more volatile and less liquid than large-cap stocks. The market may fail to recognize the intrinsic value of a particular value stock for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

The Fund is subject to the risks associated with derivatives, which may be different and greater than the risks associated with investing directly in securities and other investments.

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016			Year Ended December 31, 2015
Shares sold		15,238,804			10,986,185
Reinvestment of distributions		620,615			1,644,621
Shares reacquired		(10,720,561	)		(20,394,034	)
Increase (decrease)		5,138,858			(7,763,228	)

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Fundamental Equity Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Fundamental Equity Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fundamental Equity Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016 the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

23

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year, three-year and ten-year periods and below the median of the performance peer group for the five-year period. The Board also

29

Approval of Advisory Contract (continued)

considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was above the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable in light of the long-term performance of the Fund and the quality of the services received.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord

30

Approval of Advisory Contract (concluded)

Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 65% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distribution paid to the shareholders during the fiscal year ended December 31, 2016, $5,566,559 and $1,517,940, respectively, represent short-term capital gains and long-term capital gains.

32

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Fundamental Equity Portfolio	SFFE-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Growth and Income Portfolio

For the fiscal year ended December 31, 2016

Table of Contents
1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Growth and Income Portfolio Annual Report

For the fiscal year ended December 31, 2016

  From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds. Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Growth & Income Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates. Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.   Best regards,     Daria L. Foster Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 17.11%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 1000^® Value Index,¹ which returned 17.34% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates in for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

The Fund modestly underperformed its benchmark index for the period. During the trailing 12-month period, the materials and consumer staples sectors detracted from relative performance the most. Within the materials sector, shares of E.I. DuPont de Neumours and Co., a science and technology-based company, declined as the

company faced fundamental headwinds from agriculture volatility, weaker global currencies, and slowing industrial production. Shares of Reliance Steel & Aluminum Co., a metals service center company, also fell during the third quarter due to lower-than-expected steel prices and easing of the company’s gross margins. Within the consumer staples sector, shares of CVS Health Corporation, a pharmacy and health care company, fell after the California Public Employee’s Retirement System switched their PBM (pharmacy benefit manager) contract to United Healthcare’s OptumRx. CVS was further hurt during the fourth quarter after the company revised its 2017 guidance expectations, which were well below consensus estimates. Shares of Kroger Co., an operator of retail food and drug stores, also dropped, as meat and dairy prices deflated and competition offering discounted prices accelerated.

The largest contributor to relative performance during the trailing 12-month period was the financials sector. Shares of J.P. Morgan Chase & Co., a financial services and retail banking company, rose after the presidential election due to the anticipation of a better macro-economic environment with higher rates, less regulation, and lower taxes. Shares of Citizens Financial Group, Inc., a retail and commercial bank holdings company, also rose reflecting the company’s continuous profitability improvement and the anticipation for higher interest rates and a better U.S. economy following the presidential election.

2

Another contributor to relative performance during the trailing 12-month period was the Fund’s underweight to the real estate sector, as the sector performed the worst in the index over the timeframe.

The heath care sector also contributed to relative performance during the trailing 12-month period. Within the health care sector, shares of UnitedHealth Group Inc., a diversified health and well-being company, rose in the fourth quarter due to increased momentum in Medicare Advantage enrollment and 2017 earnings guidance that

was well above consensus estimates. Shares of Johnson & Johnson, a developer, manufacturer, and seller of consumer health care products, spiked as a result of improving fundamentals, strong organic growth, and better-than-estimated earnings and sales during the second quarter.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹ The Russell 1000^® Value Index measures the performance of those Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values.

² The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000^® Value Index, the S&P 500^® Index and the S&P 500^® Value Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is no guarantee of future results.

	Average Annual Total Returns for the
	Periods Ended December 31, 2016
	1 Year	5 Years	10 Years
Class VC	17.11%	13.28%	4.87%

¹ Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	7/1/16	12/31/16	7/1/16 - 12/31/16
Class VC
Actual	$1,000.00	$1,116.70	$5.00
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.41	$4.77

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.94%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	5.45	%
Consumer Staples	5.47	%
Energy	13.98	%
Financials	25.57	%
Health Care	11.95	%
Industrials	11.56	%
Information Technology	11.12	%
Materials	3.99	%
Real Estate	2.32	%
Telecommunication Services	3.21	%
Utilities	3.59	%
Repurchase Agreement	1.79	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 99.56%
Aerospace & Defense 2.53%
General Dynamics Corp.		105,377	$	18,194
Airlines 0.92%
Delta Air Lines, Inc.		134,866		6,634
Banks 15.76%
Bank of America Corp.		646,838		14,295
Citizens Financial Group, Inc.		644,240		22,954
East West Bancorp, Inc.		267,243		13,584
JPMorgan Chase & Co.		357,965		30,889
Webster Financial Corp.		249,072		13,519
Wells Fargo & Co.		326,343		17,985
Total				113,226
Beverages 2.59%
PepsiCo, Inc.		177,900		18,614
Capital Markets 3.40%
Invesco Ltd.		370,061		11,228
TD Ameritrade Holding Corp.		302,116		13,172
Total				24,400
Chemicals 3.34%
Dow Chemical Co. (The)		263,231		15,062
LyondellBasell Industries NV Class A		104,299		8,947
Total				24,009
Communications Equipment 2.11%
Cisco Systems, Inc.		502,720		15,192
Consumer Finance 2.31%
Discover Financial Services		230,473		16,615
Diversified Telecommunication Services 3.26%
AT&T, Inc.		391,048		16,631
Verizon Communications, Inc.		126,600		6,758
Total				23,389

Investments	Shares		Fair Value (000)
Electric: Utilities 3.64%
Duke Energy Corp.		147,499	$	11,449
NextEra Energy, Inc.		122,971		14,690
Total				26,139
Energy Equipment & Services 2.03%
Halliburton Co.		269,555		14,580
Equity Real Estate Investment Trusts 2.35%
Boston Properties, Inc.		37,296		4,691
Vornado Realty Trust		116,900		12,201
Total				16,892
Food & Staples Retailing 0.30%
CVS Health Corp.		27,347		2,158
Food Products 2.18%
Mondelez International, Inc.
Class A		353,941		15,690
Health Care Equipment & Supplies 2.38%
Abbott Laboratories		446,029		17,132
Health Care Providers & Services 2.88%
Aetna, Inc.		34,490		4,277
UnitedHealth Group, Inc.		102,359		16,382
Total				20,659
Hotels, Restaurants & Leisure 0.51%
Yum! Brands, Inc.		57,933		3,669
Household Durables 1.13%
Lennar Corp. Class A		189,160		8,121
Household Products 0.48%
Colgate-Palmolive Co.		52,100		3,409
Industrial Conglomerates 2.29%
General Electric Co.		519,533		16,417
Information Technology Services 1.19%
Fidelity National Information Services, Inc.		113,233		8,565

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Insurance 4.45%
Chubb Ltd. (Switzerland)(a)		141,856	$	18,742
Hartford Financial Services
Group, Inc. (The)		277,997		13,247
Total				31,989
Machinery 4.25%
Caterpillar, Inc.		75,967		7,045
Dover Corp.		128,265		9,611
ITT, Inc.		219,493		8,466
PACCAR, Inc.		84,743		5,415
Total				30,537
Media 2.12%
Comcast Corp. Class A		192,570		13,297
Time Warner, Inc.		20,256		1,955
Total				15,252
Metals & Mining 0.71%
Reliance Steel & Aluminum Co.		63,751		5,071
Multi-Line Retail 0.58%
Target Corp.		57,749		4,171
Oil, Gas & Consumable Fuels 12.14%
Anadarko Petroleum Corp.		209,733		14,625
Devon Energy Corp.		217,600		9,938
EOG Resources, Inc.		179,168		18,114
Exxon Mobil Corp.		318,200		28,721
Hess Corp.		47,074		2,932
Occidental Petroleum Corp.		181,000		12,892
Total				87,222
Pharmaceuticals 6.86%
Johnson & Johnson		186,673		21,507
Pfizer, Inc.		854,900		27,767
Total				49,274
Road & Rail 1.73%
CSX Corp.		345,745		12,423

Investments	Shares		Fair Value (000)
Semiconductors & Semiconductor Equipment 5.26%
Intel Corp.		608,214	$	22,060
Microchip Technology, Inc.		58,773		3,770
QUALCOMM, Inc.		183,594		11,970
Total				37,800
Software 1.05%
Microsoft Corp.		121,043		7,522
Specialty Retail 1.18%
L Brands, Inc.		129,144		8,503
Technology Hardware, Storage & Peripheral 1.65%
Hewlett Packard Enterprise Co.		513,733		11,888
Total Common Stocks (cost $623,991,762)				715,356
	Principal Amount (000)
SHORT-TERM INVESTMENT 1.81%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $12,440,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $13,266,974; proceeds: $13,003,318 (cost $13,003,275)	$	13,003		13,003
Total Investments in Securities 101.37% (cost $636,995,037)				728,359
Liabilities in Excess of Other Assets (1.37)%				(9,809	)
Net Assets 100.00%			$	718,550

^(a) Foreign security traded in U.S. dollars.

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	715,356	$	–	$	–	$	715,356
Repurchase Agreement		–		13,003		–		13,003
Total	$	715,356	$	13,003	$	–	$	728,359

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $636,995,037)	$	728,358,861
Receivables:
Interest and dividends		920,394
Capital shares sold		83,058
Prepaid expenses and other assets		94,399
Total assets		729,456,712
LIABILITIES:
Payables:
Capital shares reacquired		9,657,275
Management fee		310,742
Directors’ fees		212,408
Fund administration		24,859
Accrued expenses		701,401
Total liabilities		10,906,685
NET ASSETS	$	718,550,027
COMPOSITION OF NET ASSETS:
Paid-in capital	$	629,897,781
Distributions in excess of net investment income		(212,408	)
Accumulated net realized loss on investments		(2,499,170	)
Net unrealized appreciation on investments		91,363,824
Net Assets	$	718,550,027
Outstanding shares (200 million shares of common stock authorized, $.001 par value)		19,570,029
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$36.72

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	17,374,988
Interest		3,794
Interest earned from Interfund Lending (See Note 10)		269
Total investment income		17,379,051
Expenses:
Management fee		3,507,079
Non 12b-1 service fees		1,753,058
Shareholder servicing		765,582
Fund administration		280,566
Reports to shareholders		95,953
Professional		60,521
Directors’ fees		24,527
Custody		14,348
Other		69,395
Gross expenses		6,571,029
Expense reductions (See Note 8)		(2,701	)
Net expenses		6,568,328
Net investment income		10,810,723
Net realized and unrealized gain:
Net realized gain on investments		8,690,520
Net change in unrealized appreciation/depreciation on investments		91,213,658
Net realized and unrealized gain		99,904,178
Net Increase in Net Assets Resulting From Operations	$	110,714,901

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
DECREASE IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	10,810,723		$	9,241,205
Net realized gain on investments		8,690,520			42,515,767
Net change in unrealized appreciation/depreciation on investments		91,213,658			(73,693,173	)
Net increase (decrease) in net assets resulting from operations		110,714,901			(21,936,201	)
Distributions to shareholders from:
Net investment income		(10,267,052	)		(9,227,497	)
Net realized gain		(9,421,851	)		(39,500,983	)
Total distributions to shareholders		(19,688,903	)		(48,728,480	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		19,444,471			26,361,103
Reinvestment of distributions		19,688,903			48,728,480
Cost of shares reacquired		(135,907,144	)		(162,506,468	)
Net decrease in net assets resulting from capital share transactions		(96,773,770	)		(87,416,885	)
Net decrease in net assets		(5,747,772	)		(158,081,566	)
NET ASSETS:
Beginning of year	$	724,297,799		$	882,379,365
End of year	$	718,550,027		$	724,297,799
Distributions in excess of net investment income	$	(212,408	)	$	(211,877	)

12 See Notes to Financial Statements.

This page is intentionally left blank.

Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
								Total
					Net			from
	Net asset		Net		realized			invest-
	value,		invest-		and			ment			Net			Net			Total
	beginning		ment		unrealized			opera-			investment			realized			distri-
	of period		income(a)		gain (loss)			tions			income			gain			butions
12/31/2016		$32.21		$0.52		$ 4.99			$ 5.51			$(0.52	)		$(0.48	)		$(1.00	)
12/31/2015		35.54		0.40		(1.43	)		(1.03	)		(0.44	)		(1.86	)		(2.30	)
12/31/2014		33.24		0.22		2.33			2.55			(0.25	)		–			(0.25	)
12/31/2013		24.59		0.16		8.66			8.82			(0.17	)		–			(0.17	)
12/31/2012		22.15		0.22		2.46			2.68			(0.24	)		–			(0.24	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales loads and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

					Ratios to Average Net Assets:				Supplemental Data:
Net									Net
asset							Net		assets,		Portfolio
value,		Total			Total		investment		end of		turnover
end of		return(b)			expenses		income		period		rate
period		(%)			(%)		(%)		(000)		(%)
	$36.72		17.11			0.94		1.54	$	718,550		97.53
	32.21		(2.86	)		0.94		1.15		724,298		105.13
	35.54		7.65			0.93		0.65		882,379		121.75
	33.24		35.90			0.92		0.54		1,011,786		87.90
	24.59		12.09			0.91		0.94		964,703		72.59

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION   

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Growth and Income Portfolio (the “Fund”).

The Fund’s investment objective is long-term growth of capital and income without excessive fluctuations in market value. The Fund’s Variable Contract class shares (“Class VC Shares”), are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES   

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(h)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs

17

Notes to Financial Statements (continued)

refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk-for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES   

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.50%
Over $1 billion	.45%

For the fiscal year ended December 31, 2016, the effective management fee paid to Lord Abbett was at an annualized rate of .50% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract

18

Notes to Financial Statements (continued)

owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended			Year Ended
		12/31/2016			12/31/2015
Distributions paid from:
Ordinary income			$17,544,959			$  9,226,920
Net long-term capital gains			2,143,944			39,501,560
Total distributions paid			$19,688,903			$48,728,480

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	4,812,150
Total undistributed earnings		4,812,150
Temporary differences		(212,408	)
Unrealized gains – net		84,052,504
Total accumulated gains – net	$	88,652,246

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	644,306,357
Gross unrealized gain		91,214,526
Gross unrealized loss		(7,162,022	)
Net unrealized security gain	$	84,052,504

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

19

Notes to Financial Statements (continued)

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in	Accumulated
Excess of Net	Net Realized
Investment Income	Loss
$(544,202)	$544,202

The permanent differences are attributable to the tax treatment of certain distributions.

5. PORTFOLIO SECURITIES TRANSACTIONS   

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$675,273,057	$780,771,296

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES   

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

		Gross Amounts	Net Amounts of
		Offset in the	Assets Presented
	Gross Amounts of	Statement of Assets	in the Statement of
Description	Recognized Assets	and Liabilities	Assets and Liabilities
Repurchase Agreement	$13,003,275	$     –	$13,003,275
Total	$13,003,275	$     –	$13,003,275

	Net Amounts
	of Assets	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement		Cash	Securities
	of Assets and	Financial	Collateral	Collateral	Net
Counterparty	Liabilities	Instruments	Received(a)	Received(a)	Amount(b)
Fixed Income Clearing Corp.	$13,003,275	$          –	$          –	$(13,003,275)	$          –
Total	$13,003,275	$          –	$          –	$(13,003,275)	$          –

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

20

Notes to Financial Statements (continued)

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT   

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM   

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund participated as a lender in the Interfund Lending Program. The average amount loaned and interest rate were $13,565,965 and 0.725%, respectively. The Fund earned interest of $269, which is included in the Statement of Operations. There were no interfund loans outstanding as of December 31, 2016.

11. CUSTODIAN AND ACCOUNTING AGENT   

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

21

Notes to Financial Statements (concluded)

12. INVESTMENT RISKS   

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large-cap value stocks may perform differently than the market as a whole and other types of stocks, such as small company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to its investments in multinational companies, foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information and other risks.

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS   

Transactions in shares of capital stock were as follows:

		Year Ended				Year Ended
	December 31, 2016				December 31, 2015
Shares sold			565,181				762,180
Reinvestment of distributions			534,694				1,522,289
Shares reacquired			(4,015,682	)			(4,628,201	)
Decrease			(2,915,807	)			(2,343,732	)

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Growth and Income Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth and Income Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Growth and Income Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

23

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978– 2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year and three-year periods and below the median of the performance peer group for the five-year and ten-year periods. The Board also

29

Approval of Advisory Contract (continued)

considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoint in the level of the management fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible

30

Approval of Advisory Contract (concluded)

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 77% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distributions paid to the shareholders during the fiscal year ended December 31, 2016, $7,357,194 and $2,143,944, respectively, represent short-term capital gains and long-term capital gains.

32

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Growth and Income Portfolio	LASFGI-3 (02/16)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Growth Opportunities Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
11	Statement of Assets and Liabilities
12	Statement of Operations
13	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Growth Opportunities Portfolio
Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Growth Opportunities Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 1.23%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell Midcap^® Growth Index,¹ which returned 7.33% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates in for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

During the period, stock selection in the information technology and consumer discretionary sectors were the largest detractors from the Fund’s performance relative to its benchmark. Within the information technology sector, the Fund’s holdings of LinkedIn Corp., a social media company focused on professional

networks, detracted most. Shares of LinkedIn plummeted as it issued lower revenue growth guidance for 2016 and began exiting Bizo, a business marketing firm it acquired in 2014. The Fund’s position in Alliance Data Systems, Inc., a provider of outsourced marketing solutions, also detracted from performance. Shares fell as the Canadian economy struggled; approximately 12% of Alliance Data Systems’ revenue is derived from Canada. In addition, its credit card services and Loyalty One business fell short of consensus estimates.

Within the consumer discretionary sector, the Fund’s holdings of Delphi Automotive PLC, a vehicle components manufacturer, detracted the most from relative performance. Shares of Delphi Automotive fell as it provided earnings per share and organic growth targets that were below consensus estimates.

During the period, security selection in the health care and materials sectors were the largest contributors to the Fund’s relative performance. Within the health care sector, the Fund’s holdings of Medivation, Inc., a biopharmaceutical company, contributed most. Shares of Medivation rose after Pfizer completed its acquisition of the company in September 2016. IDEXX Laboratories, a multinational corporation engaged in the development, manufacture, and distribution of products and services for the companion animal veterinary, livestock and poultry, water testing, and dairy markets, also contributed

2

to performance. Shares of IDEXX Laboratories increased as instrument placement metrics strengthened, specifically its Sedivue Dx analyzer.

Within the materials sector, the Fund’s holdings of Vulcan Materials Co., a producer of construction materials, contributed the most. Shares of Vulcan Materials moved higher as the company experienced volume growth across all of its

markets and benefited from expectations for a strong Department of Transportation budget.

The Fund’s portfolio is actively managed and therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹   The Russell Midcap^® Growth Index measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values.

²   The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense

waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell Midcap^® Growth Index and the Russell Midcap^® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

Average Annual Total Returns for the
Periods Ended December 31, 2016

	1 Year	5 Years	10 Years
Class VC	1.23%	11.52%	7.60%

¹   Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

²   The Fund (Class VC shares) at net asset value.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	7/1/16	12/31/16	7/1/16 – 12/31/16
Class VC
Actual	$1,000.00	$1,007.20	$5.55
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,019.61	$5.58

^† Net expenses are equal to the Fund’s annualized expense ratio of 1.10%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	26.05	%
Consumer Staples	1.74	%
Energy	1.17	%
Financials	11.57	%
Health Care	13.92	%
Industrials	18.01	%
Information Technology	17.79	%
Materials	7.39	%
Telecommunication Services	0.94	%
Repurchase Agreement	1.42	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 98.74%
Banks 4.91%
Citizens Financial Group, Inc.		41,399	$	1,475
First Republic Bank		19,271		1,776
Signature Bank*		10,284		1,545
Western Alliance Bancorp*		26,348		1,283
Total				6,079
Beverages 0.53%
Brown-Forman Corp. Class B		14,531		653
Biotechnology 1.69%
BioMarin Pharmaceutical, Inc.*		11,362		941
Incyte Corp., Ltd.*		11,423		1,146
Total				2,087
Building Products 2.06%
A.O. Smith Corp.		19,141		906
Allegion plc (Ireland)(a)		13,940		892
Johnson Controls International plc		18,251		752
Total				2,550
Capital Markets 5.72%
CBOE Holdings, Inc.		11,563		854
E*TRADE Financial Corp.*		37,468		1,298
MarketAxess Holdings, Inc.		7,631		1,121
Moody’s Corp.		13,532		1,276
TD Ameritrade Holding Corp.		44,779		1,952
WisdomTree Investments, Inc.		51,312		572
Total				7,073
Chemicals 4.23%
CF Industries Holdings, Inc.		31,153		981
FMC Corp.		25,230		1,427
RPM International, Inc.		29,280		1,576
Westlake Chemical Corp.		22,269		1,247
Total				5,231
Communications Equipment 1.09%
Palo Alto Networks, Inc.*		10,782		1,348

Investments	Shares		Fair Value (000)
Construction Materials 1.74%
Vulcan Materials Co.		17,156	$	2,147
Containers & Packaging 1.44%
Ball Corp.		12,293		923
Owens-Illinois, Inc.*		49,575		863
Total				1,786
Distributors 0.82%
LKQ Corp.*		33,278		1,020
Diversified Telecommunication Services 0.94%
Zayo Group Holdings, Inc.*		35,398		1,163
Electrical Equipment 3.94%
AMETEK, Inc.		35,133		1,708
Hubbell, Inc.		11,277		1,316
Rockwell Automation, Inc.		13,731		1,845
Total				4,869
Electronic Equipment, Instruments & Components 0.90%
Trimble, Inc.*		36,800		1,110
Food Products 1.21%
Hain Celestial Group, Inc. (The)*		38,437		1,500
Health Care Equipment & Supplies 4.55%
C.R. Bard, Inc.		5,198		1,168
DENTSPLY SIRONA, Inc.		20,741		1,197
Edwards Lifesciences Corp.*		13,398		1,255
Hologic, Inc.*		15,619		627
Intuitive Surgical, Inc.*		2,184		1,385
Total				5,632
Health Care Providers & Services 1.85%
Centene Corp.*		18,915		1,069
Henry Schein, Inc.*		8,081		1,226
Total				2,295
Health Care Technology 1.09%
Veeva Systems, Inc. Class A*		33,150		1,349

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Hotels, Restaurants & Leisure 7.10%
Hyatt Hotels Corp. Class A*		12,017	$	664
Marriott International, Inc. Class A		30,642		2,533
Norwegian Cruise Line Holdings Ltd.*		35,477		1,509
Panera Bread Co. Class A*		5,425		1,113
Vail Resorts, Inc.		9,058		1,461
Wynn Resorts Ltd.		17,450		1,510
Total				8,790
Industrial Conglomerates 1.13%
Roper Technologies, Inc.		7,609		1,393
Information Technology Services 5.96%
Euronet Worldwide, Inc.*		17,993		1,303
FleetCor Technologies, Inc.*		12,403		1,756
Global Payments, Inc.		25,430		1,765
Sabre Corp.		59,322		1,480
Vantiv, Inc. Class A*		18,064		1,077
Total				7,381
Insurance 0.96%
Lincoln National Corp.		17,886		1,185
Internet & Direct Marketing Retail 1.32%
Expedia, Inc.		14,405		1,632
Internet Software & Services 1.36%
Akamai Technologies, Inc.*		25,192		1,680
Leisure Products 1.21%
Hasbro, Inc.		19,228		1,496
Life Sciences Tools & Services 3.18%
Agilent Technologies, Inc.		30,423		1,386
Mettler-Toledo International, Inc.*		4,139		1,732
Patheon NV (Netherlands)*(a)		28,228		811
Total				3,929

Investments	Shares		Fair Value (000)
Machinery 6.35%
Donaldson Co., Inc.		31,756	$	1,336
IDEX Corp.		14,412		1,298
Ingersoll-Rand plc (Ireland)		22,455		1,685
Middleby Corp. (The)*		7,803		1,005
Nordson Corp.		7,601		852
Wabtec Corp.		20,234		1,680
Total				7,856
Media 2.96%
AMC Networks, Inc. Class A*		15,436		808
Cable One, Inc.		2,064		1,283
Scripps Networks Interactive, Inc. Class A		22,065		1,575
Total				3,666
Multi-Line Retail 2.56%
Dollar General Corp.		24,323		1,802
Dollar Tree, Inc.*		17,685		1,365
Total				3,167
Oil, Gas & Consumable Fuels 1.17%
Diamondback Energy, Inc.*		6,996		707
Parsley Energy, Inc. Class A*		21,096		743
Total				1,450
Pharmaceuticals 1.58%
Zoetis, Inc.		36,623		1,960
Professional Services 0.82%
Nielsen Holdings plc		24,099		1,011
Road & Rail 2.30%
Genesee & Wyoming, Inc. Class A*		19,852		1,378
J.B. Hunt Transport Services, Inc.		15,156		1,471
Total				2,849

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Semiconductors & Semiconductor Equipment 5.78%
Analog Devices, Inc.		18,095	$	1,314
Lam Research Corp.		17,484		1,849
Microchip Technology, Inc.		31,402		2,014
Skyworks Solutions, Inc.		26,513		1,980
Total				7,157
Software 2.73%
Red Hat, Inc.*		24,465		1,705
ServiceNow, Inc.*		22,426		1,667
Total				3,372
Specialty Retail 8.14%
AutoZone, Inc.*		2,175		1,718
L Brands, Inc.		19,993		1,316
Michaels Cos, Inc. (The)*		39,304		804
O’Reilly Automotive, Inc.*		7,139		1,987
Ross Stores, Inc.		28,936		1,898
Tiffany & Co.		8,230		637
Tractor Supply Co.		22,564		1,711
Total				10,071
Textiles, Apparel & Luxury Goods 1.97%
Carter’s, Inc.		14,523		1,254
Hanesbrands, Inc.		55,107		1,189
Total				2,443
Trading Companies & Distributors 1.45%
HD Supply Holdings, Inc.*		42,112		1,790
Total Common Stocks (cost $122,031,421)				122,170

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 1.42%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $1,685,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $1,797,014; proceeds: $1,759,659 (cost $1,759,653)		$1,760	$	1,760
Total Investments in Securities 100.16% (cost $123,791,074)				123,930
Liabilities in Excess of Cash and Other Assets (0.16)%				(195	)
Net Assets 100.00%			$	123,735

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

See Notes to Financial Statements. 9

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	122,170	$	–	$	–	$	122,170
Repurchase Agreement		–		1,760		–		1,760
Total	$	122,170	$	1,760	$	–	$	123,930

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

10 See Notes to Financial Statements.

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $123,791,074)	$	123,929,703
Cash		8,438
Receivables:
Interest and dividends		43,800
Capital shares sold		41,854
From advisor (See Note 3)		23,496
Prepaid expenses and other assets		283
Total assets		124,047,574
LIABILITIES:
Payables:
Management fee		83,987
Capital shares reacquired		37,774
Directors’ fees		17,279
Fund administration		4,199
Accrued expenses		168,916
Total liabilities		312,155
NET ASSETS	$	123,735,419
COMPOSITION OF NET ASSETS:
Paid-in capital	$	124,057,303
Accumulated net investment loss		(17,279	)
Accumulated net realized loss on investments		(443,234	)
Net unrealized appreciation on investments		138,629
Net Assets	$	123,735,419
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		10,347,211
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$11.96

See Notes to Financial Statements. 11

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	935,808
Interest		557
Total investment income		936,365
Expenses:
Management fee		854,783
Non 12b-1 service fees		267,376
Shareholder servicing		130,571
Professional		45,578
Fund administration		42,739
Reports to shareholders		34,558
Custody		30,480
Directors’ fees		3,697
Other		12,178
Gross expenses		1,421,960
Expense reductions (See Note 8)		(417	)
Fees waived and expenses reimbursed (See Note 3)		(218,324	)
Net expenses		1,203,219
Net investment loss		(266,854	)
Net realized and unrealized gain (loss):
Net realized gain on investments		1,180,737
Net change in unrealized appreciation/depreciation on investments		(1,435,580	)
Net realized and unrealized loss		(254,843	)
Net Decrease in Net Assets Resulting From Operations	$	(521,697	)

12 See Notes to Financial Statements.

Statements of Changes in Net Assets

INCREASE IN NET ASSETS	For the Year Ended December 31, 2016			For the Year Ended December 31, 2015
Operations:
Net investment loss	$	(266,854	)	$	(443,994	)
Net realized gain on investments		1,180,737			9,932,960
Net change in unrealized appreciation/depreciation on investments		(1,435,580	)		(7,390,033	)
Net increase (decrease) in net assets resulting from operations		(521,697	)		2,098,933
Distributions to shareholders from:
Net realized gain		(736,893	)		(9,756,067	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		141,471,322			101,073,915
Reinvestment of distributions		736,893			9,756,067
Cost of shares reacquired		(109,191,183	)		(98,429,963	)
Net increase in net assets resulting from capital share transactions		33,017,032			12,400,019
Net increase in net assets		31,758,442			4,742,885
NET ASSETS:
Beginning of year	$	91,976,977		$	87,234,092
End of year	$	123,735,419		$	91,976,977
Accumulated net investment loss	$	(17,279	)	$	(15,935	)

See Notes to Financial Statements. 13

Financial Highlights

			Per Share Operating Performance:
			Investment Operations:							Distributions to shareholders from:
	Net asset value, beginning of period		Net investment income (loss)(a)			Net realized and unrealized gain		Total from investment operations		Net realized gain			Net asset value, end of period
12/31/2016		$11.88		$(0.03	)		$0.18		$0.15		$(0.07	)		$11.96
12/31/2015		12.91		(0.06	)		0.41		0.35		(1.38	)		11.88
12/31/2014		15.25		(0.04	)		0.95		0.91		(3.25	)		12.91
12/31/2013		13.19		(0.08	)		4.93		4.85		(2.79	)		15.25
12/31/2012		12.23		(0.02	)		1.75		1.73		(0.77	)		13.19

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

		Ratios to Average Net Assets:							Supplemental Data:
Total return(b) (%)		Total expenses after waivers and/or reimburse- ments (%)		Total expenses (%)		Net investment income (loss) (%)			Net assets, end of period (000)		Portfolio turnover rate (%)
	1.23		1.13		1.33		(0.25	)		$123,735		155.06
	2.72		1.20		1.31		(0.42	)		91,977		125.17
	6.07		1.20		1.32		(0.28	)		87,234		197.85
	37.08		1.20		1.31		(0.49	)		98,244		120.75
	14.10		1.20		1.31		(0.12	)		89,376		138.33

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Growth Opportunities Portfolio (the “Fund”).

The Fund’s investment objective is capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(h)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of

17

Notes to Financial Statements (continued)

unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments;

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

• Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.80%
Next $1 billion	.75%
Next $1 billion	.70%
Over $3 billion	.65%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .60% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

18

Notes to Financial Statements (continued)

Effective May 1, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.10%. This agreement may be terminated only upon the approval of the Board. Prior to May 1, 2016, Lord Abbett had contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net operating expenses to an annual rate of 1.20%

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016			Year Ended 12/31/2015
Distributions paid from:
Ordinary income		$	–		$	2,224,813
Net long-term capital gains			736,893			7,531,254
Total distributions paid		$	736,893		$	9,756,067

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Undistributed long-term capital gains	$	775,057
Total undistributed earnings		775,057
Temporary differences		(17,279	)
Unrealized losses – net		(1,079,662	)
Total accumulated losses – net	$	(321,884	)

19

Notes to Financial Statements (continued)

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	125,009,365
Gross unrealized gain		4,616,059
Gross unrealized loss		(5,695,721	)
Net unrealized security loss	$	(1,079,662	)

The difference between book-basis and tax basis unrealized gains (losses) is attributable to wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Accumulated		Accumulated
Net Investment		Net Realized		Paid-in
Loss		Loss		Capital
	$265,510		$15,742		$(281,252	)

The permanent differences are attributable to the tax treatment of certain distributions received and net investment losses.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$196,319,320	$165,283,623

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

20

Notes to Financial Statements (continued)

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement		$1,759,653	$	–	$	1,759,653
Total		$1,759,653	$	–	$	1,759,653

	Net Amounts
	of Assets		Amounts Not Offset in the
	Presented in		Statement of Assets and Liabilities
Counterparty	the Statement of Assets and Liabilities		Financial Instruments		Cash Collateral Received(a)		Securities Collateral Received(a)			Net Amount(b)
Fixed Income Clearing Corp.	$	1,759,653	$	–	$	–	$	(1,759,653	)	$	–
Total	$	1,759,653	$	–	$	–	$	(1,759,653	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

21

Notes to Financial Statements (concluded)

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities market in general, and to the changing prospects of individual companies in which the Fund invests. The Fund has particular risks associated with growth stocks. Growth companies may grow faster than other companies, which may result in more volatility in their stock prices. In addition, if the Fund’s assessment of a company’s potential for growth or market conditions is wrong, it could suffer losses or produce poor performance relative to other funds, even in a rising market. The Fund invests largely in mid-sized company stocks, which may be less able to weather economic shifts or other adverse developments than those of larger, more established companies.

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016		Year Ended December 31, 2015
Shares sold	12,040,758		7,558,407
Reinvestment of distributions	59,571		815,710
Shares reacquired	(9,493,978	)	(7,389,904	)
Increase	2,606,351		984,213

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Growth Opportunities Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Growth Opportunities Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

23

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the

29

Approval of Advisory Contract (continued)

median of the performance peer group for the three-year and ten-year periods, equal to the median of the performance peer group for the five-year period and below the median of the performance peer group for the one-year period. The Board also considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

30

Approval of Advisory Contract (concluded)

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888–522–2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

Of the distributions paid to the shareholders during the fiscal year ended December 31, 2016, $736,893 represents long-term capital gains..

32

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Series Fund, Inc. Growth Opportunities Portfolio	LASFGO-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—International Core Equity Portfolio

For the fiscal year ended December 31, 2016

Table of Contents
1	A Letter to Shareholders
5	Investment Comparison
6	Information About Your Fund’s Expenses and Holdings Presented by Sector
8	Schedule of Investments
14	Statement of Assets and Liabilities
15	Statement of Operations
16	Statements of Changes in Net Assets
18	Financial Highlights
20	Notes to Financial Statements
28	Report of Independent Registered Public Accounting Firm
29	Supplemental Information to Shareholders

Lord Abbett Series Fund — International Core Equity Portfolio
Annual Report

For the fiscal year ended December 31, 2016

  From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds. Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — International Core Equity Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates. Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.   Best regards,     Daria L. Foster Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned -1.74%, reflecting performance at the net asset value (NAV) of Class VC Shares, with all distributions reinvested, compared to its benchmark, the MSCI EAFE^® Index with Gross Dividends¹, which returned 1.51% over the same period.

Over the period, global equity markets experienced significant volatility, as a result of continued central bank stimulus, sharp moves in commodity prices, the United Kingdom’s Brexit vote, uncertainty around Chinese economic growth, and the

U.S. election. Overall, European markets (as measured by the EURO STOXX 50^®2) rose roughly 1.7% in U.S. dollars for the period, while Japan’s Nikkei 225³ rose 2.38%.

At the end of 2015, the Federal Reserve (Fed) raised interest rates, for the first time since the financial crisis, to a range between 0.25%–0.50%. At that time, Fed expectations were for 4 rate hikes in 2016. That did not materialize, but the Fed did raise rates again at the December 2016 Fed meeting, from a range of 0.25%–0.50% to a range of 0.50%–0.75%, and indicated that it was targeting three rate hikes in

1

2017. Similarly, other central banks continued their accommodative monetary policies, as the European Central Bank cut the deposit rate in the Eurozone from –0.2% to –0.3% in December 2015 and increased its existing monetary easing program to €80 billion per month in March 2016. In January 2016, the Bank of Japan introduced negative rates on excess reserves in an effort to stimulate economic growth and, at its September meeting, introduced “yield curve control” to regulate both short- and long-term rates. The Bank of Japan also committed itself to expand the monetary base until inflation—as measured by the Consumer Price Index—exceeds 2%.

By February of 2016, crude oil prices had fallen to under $27/bbl. By the end of the year, however, prices had recovered to above $50, helped by an OPEC agreement to cut 1.2mm barrels per day in production and a separate production cut deal with non-OPEC producers. Adding to the volatility during the year was the United Kingdom’s vote, to leave the European Union, which rattled global financial markets that had largely expected a “remain” vote. Following the vote, the British pound fell to a 30-year low and yields on U.K. bonds also fell to historical lows.

In November, Donald Trump won the U.S. presidential election, with Republicans seizing control of both the House of Representatives and the Senate, contributing to a strong U.S. market rally to finish 2016, which was fueled by

expectations for increased infrastructure and defense spending, broad tax reform, and decreased regulations. The Trump election drove the Japanese yen sharply lower, resulting in a double-digit rally in Japan’s Nikkei to close out the year. The Mexican peso also has suffered significantly since the election, as Trump repeatedly threatened to build a border wall with Mexico and took aim at multinational exporters and free-trade agreements. In Italy, a referendum on constitutional reforms was voted down, causing Prime Minister Matteo Renzi to submit his resignation. The Italian government also approved a €20 billion facility in December to provide stability to its banking sector after capital levels were criticized by the ECB.

During the period, the Fund’s underperformance relative to the benchmark was primarily driven by stock selection in the consumer discretionary and industrials sectors. Within the consumer discretionary sector, Berkeley Group Holdings plc, an English mixed-use property development company, detracted from relative performance. The company’s stock declined significantly after the United Kingdom’s Brexit vote, with a broad decline in the country’s biggest homebuilders. In addition, ITV plc, a United Kingdom-based media company, performed poorly over the period. The company suffered after the U.K.’s Brexit vote due to its significant operational exposure.

2

Within the industrials sector, Japan Airlines Co. Ltd., a Japan-based airline company, performed poorly over the period after company earnings decreased due to employee cost increases and decreased travel volume stemming from an increase in terrorist acts around the world.

Stock selection within the materials sector contributed to the Fund’s relative performance during the period. Within materials, shares of Fortescue Metals Group, an iron ore exploration, development, production, and processing company, rallied on the back of both higher iron ore prices and greater production. In addition, shares of South32 Ltd., an Australian metals and mining company, rose as the company was able to reduce

costs while its higher margin mining assets performed better than expected.

Stock selection within the utilities sector also contributed to the Fund’s relative performance during the period. Within the sector, shares of Snam S.p.A., an Italian natural-gas distribution network, performed well, as the company benefited from being viewed as a safety stock following volatility caused by the U.K.’s Brexit vote.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹ The MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the US & Canada. The MSCI EAFE Index consists of the following 21 developed market country indices: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Hong Kong, Ireland, Israel, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom.

The MSCI EAFE Index with Gross Dividends approximates the maximum possible dividend reinvestment. The amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits.

² The EURO STOXX 50^® Index represents the performance of the 50 largest companies among the 19 supersectors in terms of free-float market cap in 12 eurozone countries. These countries include Austria, Belgium, Finland, France, Germany, Greece,

Ireland, Italy, Luxembourg, the Netherlands, Portugal and Spain. The index has a fixed number of components and is part of the STOXX blue-chip index family. The index captures about 60% of the free-float market cap of the EURO STOXX Total Market Index (TMI).

³ The Nikkei Stock Average, the Nikkei 225 is used around the globe as the premier index of Japanese stocks. Because of the prominent nature of the index, many financial products linked to the Nikkei 225 have been created are traded worldwide while the index has been sufficiently used as the indicator of the movement of Japanese stock markets. The Nikkei 225 is a price-weighted equity index, which consists of 225 stocks in the 1st section of the Tokyo Stock Exchange.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

3

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after

this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

4

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the MSCI EAFE^® Index with Gross Dividends and the MSCI EAFE^® Index with Net Dividends, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

	Average Annual Total Returns for the
	Period Ended December 31, 2016
	1 Year	5 Years	Life of Class
Class VC2	-1.74%	4.38%	2.19%

¹ Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on May 1, 2010.

² The Class VC shares commenced operations on April 16, 2010. Performance for the Class began on May 1, 2010.

5

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

6

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	7/1/16	12/31/16	7/1/16 - 12/31/16
Class VC
Actual	$1,000.00	$1,045.60	$4.47
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,020.76	$4.42

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.87%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	9.93	%
Consumer Staples	8.94	%
Energy	5.62	%
Financials	24.16	%
Health Care	11.31	%
Industrials	13.62	%
Information Technology	6.72	%
Materials	8.44	%
Real Estate	2.41	%
Telecommunication Services	4.64	%
Utilities	2.34	%
Repurchase Agreement	1.87	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

7

Schedule of Investments

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
COMMON STOCKS 97.94%
Australia 1.58%
Construction Materials 0.48%
CSR Ltd.		84,477	$	282
Metals & Mining 1.10%
BlueScope Steel Ltd.		30,192		202
South32 Ltd.		226,850		450
				652
Total Australia				934
Austria 1.00%
Banks
Erste Group Bank AG*		20,156		590
Belgium 2.61%
Beverages 2.05%
Anheuser-Busch InBev SA/NV		11,410		1,208
Chemicals 0.56%
Solvay SA		2,848		334
Total Belgium				1,542
Canada 1.41%
Banks 0.21%
Bank of Nova Scotia (The)		2,300		128
Electric: Utilities 1.20%
Emera, Inc.		10,400		352
Fortis, Inc.		11,500		355
				707
Total Canada				835
Denmark 0.91%
Banks
Danske Bank A/S		17,766		539

			U.S. $
			Fair Value
Investments	Shares		(000)
Finland 1.35%
Paper & Forest Products
Stora Enso OYJ R Shares		16,779	$	180
UPM-Kymmene OYJ		24,988		614
				794
France 15.89%
Aerospace & Defense 0.83%
Thales SA		2,069		201
Zodiac Aerospace		12,591		289
				490
Auto Components 1.20%
Valeo SA		12,324		708
Banks 3.22%
BNP Paribas SA		13,824		881
Societe Generale SA		20,761		1,022
				1,903
Construction & Engineering 1.27%
Vinci SA		10,998		749
Diversified Telecommunication Services 1.30%
Orange SA		50,489		767
Electrical Equipment 0.30%
Schneider Electric SE		2,563		178
Food Products 1.81%
Danone SA		16,805		1,065
Information Technology Services 0.48%
Atos SE		2,703		285
Insurance 2.05%
AXA SA		47,913		1,210
Machinery 0.49%
Alstom SA*		10,472		289
Media 0.47%
Publicis Groupe SA		4,022		278

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
France (continued)
Oil, Gas & Consumable Fuels 0.66%
Total SA		7,556	$	387
Pharmaceuticals 1.29%
Sanofi		9,426		763
Textiles, Apparel & Luxury Goods 0.52%
LVMH Moet Hennessy Louis Vuitton SE		1,614		308
Total France				9,380
Germany 7.63%
Health Care Providers & Services 1.04%
Fresenius Medical Care AG & Co. KGaA		7,258		615
Hotels, Restaurants & Leisure 1.18%
TUI AG		48,709		698
Industrial Conglomerates 2.35%
Siemens AG Registered Shares		11,278		1,386
Insurance 1.52%
Allianz SE Registered Shares		3,735		617
Muenchener Rueckversicherungs-Gesellschaft AG in Muenchen Registered Shares		1,486		281
				898
Life Sciences Tools & Services 0.65%
MorphoSys AG*		7,444		382
Software 0.89%
SAP SE		6,042		527
Total Germany				4,506
Hong Kong 0.23%
Equity Real Estate Investment Trusts
Link REIT		21,000		137

			U.S. $
			Fair Value
Investments	Shares		(000)
India 0.61%
Banks
ICICI Bank Ltd. ADR		48,329	$	362
Ireland 0.79%
Banks
Bank of Ireland *		1,878,296		465
Italy 0.77%
Electric: Utilities
Enel SpA		102,756		453
Japan 27.99%
Airlines 1.16%
Japan Airlines Co., Ltd.		23,500		687
Auto Components 0.46%
Unipres Corp.		13,800		275
Automobiles 3.01%
Fuji Heavy Industries Ltd.		14,100		576
Honda Motor Co., Ltd.		23,900		698
Mazda Motor Corp.		30,900		506
				1,780
Banks 5.10%
Mitsubishi UFJ Financial Group, Inc.		236,900		1,460
Sumitomo Mitsui Financial Group, Inc.		32,000		1,221
Sumitomo Mitsui Trust Holdings, Inc.		9,300		333
				3,014
Chemicals 3.41%
Asahi Kasei Corp.		65,215		569
Mitsubishi Chemical Holdings Corp.		125,100		811
Mitsubishi Gas Chemical Co., Inc.		22,900		391
Teijin Ltd.		12,000		243
				2,014

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
Japan (continued)
Construction & Engineering 1.65%
Obayashi Corp.		28,800	$	275
Shimizu Corp.		48,000		439
Taisei Corp.		37,000		259
				973
Diversified Financial Services 1.11%
ORIX Corp.		42,000		655
Electronic Equipment, Instruments & Components 1.29%
Hitachi Ltd.		141,000		762
Equity Real Estate Investment Trusts 0.09%
Nomura Real Estate Master Fund, Inc.		34		51
Household Durables 0.46%
Sony Corp.		9,800		275
Information Technology Services 0.83%
Fujitsu Ltd.		88,000		489
Insurance 1.58%
T&D Holdings, Inc.		32,600		431
Tokio Marine Holdings, Inc.		12,200		501
				932
Machinery 0.49%
FANUC Corp.		1,700		288
Marine 0.91%
Mitsui OSK Lines Ltd.		81,000		225
Nippon Yusen KK		167,000		310
				535
Metals & Mining 0.69%
JFE Holdings, Inc.		19,500		297
Nippon Steel & Sumitomo Metal Corp.		4,900		109
				406

			U.S. $
			Fair Value
Investments	Shares		(000)
Real Estate Management & Development 0.74%
Daito Trust Construction Co., Ltd.		2,900	$	436
Software 0.68%
Nintendo Co., Ltd.		1,900		399
Technology Hardware, Storage & Peripherals 0.91%
NEC Corp.		202,000		536
Trading Companies & Distributors 1.04%
Mitsubishi Corp.		28,700		611
Wireless Telecommunication Services 2.38%
NTT DOCOMO, Inc.		19,900		454
SoftBank Group Corp.		14,300		950
				1,404
Total Japan				16,522
Netherlands 6.70%
Banks 1.47%
ING Groep NV		61,510		866
Industrial Conglomerates 0.72%
Koninklijke Philips NV		13,936		425
Insurance 1.18%
NN Group NV		20,601		698
Oil, Gas & Consumable Fuels 3.33%
Royal Dutch Shell plc B Shares		67,821		1,968
Total Netherlands				3,957
New Zealand 0.37%
Construction Materials
Fletcher Building Ltd.		29,802		219
Portugal 0.78%
Electric: Utilities 0.37%
EDP - Energias de Portugal SA		71,476		218

10 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
Portugal (continued)
Oil, Gas & Consumable Fuels 0.41%
Galp Energia SGPS SA		16,247	$	242
Total Portugal				460
Singapore 0.98%
Equity Real Estate Investment Trusts 0.50%
Ascendas Real Estate Investment Trust		186,800		293
Food Products 0.48%
Wilmar International Ltd.		114,300		283
Total Singapore				576
South Korea 1.51%
Biotechnology 0.52%
Celltrion, Inc.*		3,434		305
Technology Hardware, Storage & Peripherals 0.99%
Samsung Electronics Co., Ltd.		394		586
Total South Korea				891
Spain 2.17%
Construction & Engineering 0.66%
Sacyr SA *		166,580		389
Oil, Gas & Consumable Fuels 1.21%
Repsol SA		50,675		716
Specialty Retail 0.30%
Industria de Diseno Textil SA		5,085		174
Total Spain				1,279
Sweden 1.50%
Machinery 0.65%
Volvo AB B Shares		32,597		381
Real Estate Management & Development 0.85%
Castellum AB		36,586		501
Total Sweden				882

			U.S. $
			Fair Value
Investments	Shares		(000)
Switzerland 7.62%
Capital Markets 0.50%
Credit Suisse Group AG Registered Shares*		20,588	$	295
Food Products 2.29%
Nestle SA Registered Shares		18,836		1,351
Insurance 0.70%
Swiss Life Holding AG Registered Shares*		1,465		415
Pharmaceuticals 4.13%
Novartis AG Registered Shares		11,012		801
Roche Holding AG		7,169		1,638
				2,439
Total Switzerland				4,500
Taiwan 0.64%
Semiconductors & Semiconductor Equipment
Taiwan Semiconductor Manufacturing Co., Ltd.		67,000		377
United Kingdom 10.59%
Aerospace & Defense 0.87%
BAE Systems plc		70,209		512
Air Freight & Logistics 0.23%
Royal Mail plc		23,433		134
Auto Components 1.58%
GKN plc		227,955		932
Banks 1.01%
HSBC Holdings plc		36,628		296
Royal Bank of Scotland Group plc *		107,629		298
				594
Hotels, Restaurants & Leisure 0.71%
Compass Group plc		16,467		304
Merlin Entertainments plc†		20,944		116
				420

See Notes to Financial Statements. 11

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
United Kingdom (continued)
Insurance 1.13%
Direct Line Insurance Group plc		147,031	$	669
Metals & Mining 0.45%
Anglo American plc*		18,779		269
Pharmaceuticals 1.36%
GlaxoSmithKline plc		41,576		800
Tobacco 2.30%
British American Tobacco plc		23,834		1,358
Wireless Telecommunication Services 0.95%
Vodafone Group plc		229,046		564
Total United Kingdom				6,252
United States 2.31%
Biotechnology
Shire plc		23,596		1,362
Total Common Stocks (cost $56,303,958)				57,814

	Principal		U.S. $
	Amount		Fair Value
Investments	(000)		(000)
SHORT-TERM INVESTMENT 1.87%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $1,060,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $1,130,466; proceeds: $1,103,557 (cost $1,103,554)		$1,104	$	1,104
Total Investments in Securities 99.81% (cost $57,407,512)				58,918
Foreign Cash and Other Assets in Excess of Liabilities 0.19%				111
Net Assets 100.00%			$	59,029

ADR	American Depositary Receipt.
*	Non-income producing security.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.

12 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

	Level 1		Level 2		Level 3		Total
Investment Type(2)	(000)		(000)		(000)		(000)
Common Stocks(3)		$57,814	$	–	$	–	$	57,814
Repurchase Agreement		–		1,104		–		1,104
Total		$57,814	$	1,104	$	–	$	58,918

(1)	Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	As of December 31, 2016, the Fund utilized the last sale or official closing price on the exchange or system on which foreign securities are principally traded which resulted in Level 1 inputs. As of December 31, 2015, the Fund utilized adjusted valuations for the majority of foreign securities which resulted in Level 2 inputs (as described in Note 2(a)). For the fiscal year ended December 31, 2016, total securities transferred from Level 2 to Level 1 amounted to $15,763,692.

See Notes to Financial Statements. 13

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $57,407,512)	$	58,918,039
Foreign cash, at value (cost $24,349)		24,516
Receivables:
Interest and dividends		130,034
Capital shares sold		103,685
From advisor (See Note 3)		18,264
Prepaid expenses		341
Total assets		59,194,879
LIABILITIES:
Payables:
Management fee		37,199
Investment securities purchased		23,093
Directors’ fees		4,540
Fund administration		1,984
Capital shares reacquired		9
Accrued expenses		98,951
Total liabilities		165,776
NET ASSETS	$	59,029,103
COMPOSITION OF NET ASSETS:
Paid-in capital	$	66,535,802
Distributions in excess of net investment income		(52,131	)
Accumulated net realized loss on investments and foreign currency related translation		(8,960,368	)
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies		1,505,800
Net Assets	$	59,029,103
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		4,000,773
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$14.75

14 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends (net of foreign withholding taxes of $190,182)	$	1,924,744
Total investment income		1,924,744
Expenses:
Management fee		437,720
Non 12b-1 service fees		145,793
Shareholder servicing		62,530
Professional		54,220
Custody		46,871
Reports to shareholders		28,713
Fund administration		23,345
Directors’ fees		2,044
Other		11,963
Gross expenses		813,199
Expense reductions (See Note 8)		(225	)
Fees waived and expenses reimbursed (See Note 3)		(305,220	)
Net expenses		507,754
Net investment income		1,416,990
Net realized and unrealized gain (loss):
Net realized loss on investments (net of foreign capital gains tax of $1,186)		(4,277,647	)
Net realized gain on foreign currency related transactions		43,274
Net change in unrealized appreciation/depreciation on investments		1,852,801
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies		(1,538	)
Net realized and unrealized loss		(2,383,110	)
Net Decrease in Net Assets Resulting From Operations	$	(966,120	)

See Notes to Financial Statements. 15

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
INCREASE (DECREASE) IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	1,416,990		$	1,111,868
Net realized loss on investments and foreign currency related transactions		(4,234,373	)		(3,769,237	)
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		1,851,263			1,259,624
Net decrease in net assets resulting from operations		(966,120	)		(1,397,745	)
Distributions to shareholders from:
Net investment income		(1,555,460	)		(911,329	)
Tax return of capital		–			(31,072	)
Total distributions to shareholders		(1,555,460	)		(942,311	)
Capital share transactions (See Note 13)
Proceeds from sales of shares		3,545,976			10,297,052
Reinvestment of distributions		1,555,460			942,311
Cost of shares reacquired		(3,775,290	)		(1,303,723	)
Net increase in net assets resulting from capital share transactions		1,326,146			9,935,640
Net increase (decrease) in net assets		(1,195,434	)		7,595,584
NET ASSETS:
Beginning of year	$	60,224,537		$	52,628,953
End of year	$	59,029,103		$	60,224,537
Distributions in excess of net investment income	$	(52,131	)	$	(25,667	)

16 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
											Distributions to
			Investment operations:								shareholders from:
								Total
					Net			from
	Net asset		Net		realized			invest-
	value,		invest-		and			ment			Net			Net			Return
	beginning of period		ment income(a)		unrealized gain (loss)			opera- tions			investment income			realized gain			of capital
12/31/2016		$15.42		$0.36		$(0.63	)	$	(0.27	)		$(0.40	)	$	–		$	–
12/31/2015		15.95		0.30		(0.59	)		(0.29	)		(0.23	)		–			(0.01	)
12/31/2014		18.38		0.26		(1.99	)		(1.73	)		(0.18	)		(0.52	)		–
12/31/2013		15.31		0.22		3.32			3.54			(0.24	)		(0.23	)		–
12/31/2012		13.48		0.29		1.75			2.04			(0.21	)		–			–

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

18 See Notes to Financial Statements.

								Ratios to Average Net Assets:						Supplemental Data:
								Total
								expenses
			Net					after						Net
			asset					waivers				Net		assets,		Portfolio
Total			value,		Total			and/or reim-		Total		investment		end of		turnover
distri-			end of		return(b)			bursements		expenses		income		period		rate
butions			period		(%)			(%)		(%)		(%)		(000)		(%)
	$(0.40	)	$	14.75		(1.74	)		0.87		1.39		2.43	$	59,029		190.31
	(0.24	)		15.42		(1.78	)		0.87		1.43		1.84		60,225		59.93
	(0.70	)		15.95		(9.47	)		0.87		1.59		1.49		52,629		57.80
	(0.47	)		18.38		23.16			0.87		2.02		1.31		31,923		56.36
	(0.21	)		15.31		15.13			0.87		3.81		2.03		9,945		78.47

See Notes to Financial Statements. 19

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers International Core Equity Portfolio (the “Fund”).

The Fund’s investment objective is to seek long-term capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a) Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.

Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.

Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

20

Notes to Financial Statements (continued)

(b) Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

(c) Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

(d) Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

(e) Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.

(f) Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.

(g) Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce their exposure to changes in foreign currency exchange rates on their foreign portfolio holdings, or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations.

21

Notes to Financial Statements (continued)

(h) Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

(i) Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

22

Notes to Financial Statements (continued)

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of 0.23% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses, excluding any acquired fund fees and expenses, to an annual rate of .87%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to ..25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

23

Notes to Financial Statements (continued)

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016	Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$1,555,460	$911,239
Return of capital	–	31,072
Total distributions paid	$1,555,460	$942,311

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Capital loss carryforwards*	$	(8,417,878	)
Temporary differences		(13,012	)
Unrealized gains – net		924,191
Total accumulated losses – net	$	(7,506,699	)

* The capital losses will carry forward indefinitely.

At the Fund’s election, certain losses incurred within the taxable year (Qualified Late-Year Losses) are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer late-year ordinary losses of $8,472 during fiscal 2016.

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	57,989,121
Gross unrealized gain		2,765,823
Gross unrealized loss		(1,836,905	)
Net unrealized security gain	$	928,918

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain foreign securities and wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in Excess of Net Investment Income	Accumulated Net Realized Loss		Paid-in Capital
$112,006	$(95,405	)	$(16,601	)

The permanent differences are attributable to the tax treatment of foreign currency transactions, certain expenses, certain distributions, and certain foreign securities.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$110,408,183	$108,278,226

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

24

Notes to Financial Statements (continued)

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

Description	Gross Amounts of Recognized Assets	Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement	$1,103,554	$	–	$1,103,554
Total	$1,103,554	$	–	$1,103,554

	Net Amounts of Assets Presented in	Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	the Statement of Assets and Liabilities	Financial Instruments		Cash Collateral Received(a)		Securities Collateral Received(a)	Net Amount(b)
Fixed Income Clearing Corp.	$1,103,554	$	–	$	–	$(1,103,554)	$	–
Total	$1,103,554	$	–	$	–	$(1,103,554)	$	–

^(a) Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.

^(b) Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

25

Notes to Financial Statements (continued)

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities markets in general and to the changing prospects of individual companies in which the Fund invests.

Large company value stocks, in which the Fund invests, may perform differently than the market as a whole and other types of stocks, such as small company stocks and growth stocks.

The Fund is subject to the risks of investing in foreign securities and derivatives. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or currency controls. These risks are generally greater for securities issued by companies in emerging market countries.

The Fund is also subject to the risks associated with derivatives, which may be different from and greater than the risks associated with investing directly in securities and other investments.

These factors can affect the Fund’s performance.

26

Notes to Financial Statements (concluded)

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016			Year Ended December 31, 2015
Shares sold		241,082			624,933
Reinvestment of distributions		105,670			61,468
Shares reacquired		(250,444	)		(81,333	)
Increase		96,308			605,068

27

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of International Core Equity Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the International Core Equity Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of International Core Equity Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

28

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

29

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

30

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

31

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

32

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

33

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year period and below the median of the performance peer group for the three-year and five-year periods. The Board also considered Lord

34

Approval of Advisory Contract (continued)

Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible

35

Approval of Advisory Contract (concluded)

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

36

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

The Fund intends to pass through foreign source income of $2,114,407 and foreign taxes of $189,056.

37

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Series Fund, Inc. International Core Equity Portfolio	SFICE-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—International Opportunities Portfolio

For the fiscal year ended December 31, 2016

Table of Contents
1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
13	Statement of Assets and Liabilities
14	Statement of Operations
15	Statements of Changes in Net Assets
16	Financial Highlights
18	Notes to Financial Statements
26	Report of Independent Registered Public Accounting Firm
27	Supplemental Information to Shareholders

Lord Abbett Series Fund — International Opportunities Portfolio
Annual Report

For the fiscal year ended December 31, 2016

  From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds. Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — International Opportunities Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates. Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.   Best regards,     Daria L. Foster Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned -4.28%, reflecting performance at the net asset value (NAV) of Class VC Shares, with all distributions reinvested, compared to its benchmark, the S&P Developed Ex US SmallCap^® Index¹, which returned 3.78% over the same period.

Over the period, global equity markets experienced significant volatility, as a result of continued central bank stimulus, sharp moves in commodity prices, the United Kingdom’s Brexit vote, uncertainty around Chinese economic growth, and the U.S. election. Overall, European markets (as measured by the EURO STOXX 50^®2) rose

roughly 1.7% in U.S. dollars for the period, while Japan’s Nikkei 225³ rose 2.38%.

At the end of 2015, the Federal Reserve (Fed) raised interest rates, for the first time since the financial crisis, to a range between 0.25% - 0.50%. At that time, Fed expectations were for 4 rate hikes in 2016. That did not materialize, but the Fed did raise rates again at the December 2016 Fed meeting, to a range of 0.50%-0.75%, and indicated that it was targeting three rate hikes in 2017. Similarly, other central banks continued their accommodative monetary policies, as the European Central Bank cut the deposit rate in the Eurozone from -0.2% to -0.3% in December 2015 and increased

1

its existing monetary easing program to €80 billion per month in March 2016. In January 2016, the Bank of Japan introduced negative rates on excess reserves in an effort to stimulate economic growth and, at its September meeting, introduced “yield curve control” to regulate both short- and long-term rates. The Bank of Japan also committed itself to expand the monetary base until inflation–as measured by the Consumer Price Index - exceeds 2%.

By February of 2016, crude oil prices had fallen to under $27/bbl. By the end of the year, however, prices had recovered to above $50, helped by an OPEC agreement to cut 1.2mm barrels per day in production and a separate production cut deal with non-OPEC producers. Adding to the volatility during the year was the United Kingdom’s vote, to leave the European Union, which rattled global financial markets that had largely expected a “remain” vote. Following the vote, the British pound fell to a 30-year low and yields on U.K. bonds also fell to historical lows.

In November, Donald Trump won the U.S. presidential election, with Republicans seizing control of both the House of Representatives and the Senate, contributing to a strong U.S. market rally to finish 2016, which was fueled by expectations for increased infrastructure and defense spending, broad tax reform, and decreased regulations. The Trump election drove the Japanese yen sharply lower, resulting in a double-digit rally in Japan’s Nikkei to close out the year. The Mexican peso also has suffered significantly since the election, as Trump repeatedly threatened to build a border wall with Mexico and took aim at multinational exporters and free-trade

agreements. In Italy, a referendum on constitutional reforms was voted down, causing Prime Minister Matteo Renzi to submit his resignation. The Italian government also approved a €20 billion facility in December to provide stability to its banking sector after capital levels were criticized by the ECB.

Stock selection, most notably in the materials and consumer discretionary sectors, was the primary driver of relative underperformance during the period. Within materials, shares of Essentra plc, a United Kingdom-based manufacturer and distributor of tobacco supplies, declined after missing earnings for the first half of 2016 and experiencing a decline in revenue. In addition, Hill & Smith Holdings PLC, a United Kingdom-based manufacturer and supplier of infrastructure products and galvanizing services, detracted from performance as shares reversed from strong gains earlier in the year.

Within the consumer discretionary sector, shares of DFS Furniture PLC, a United Kingdom-based furniture and fixture manufacturer, declined after the U.K.’s Brexit vote in June and amid concerns for the housing market.

Conversely, stock selection in the information technology and consumer staples sectors contributed to relative performance. Within the information technology sector, shares of SUMCO Corp., a Japanese silicon manufacturer, rose as the company benefited from the yen’s weakening and the higher value of the company’s exports. In addition, shares of Hitachi High-Tech Corp., an electronic components manufacturer, also rose, as the company benefited from continued

2

growth in the science and medical systems segment and as the company’s exports benefited from a weaker yen.

Within the consumer staples sector, Treasury Wine Est. Ltd, an operator of vineyards and wineries, contributed to the Fund’s performance. The company’s stock rose as the company continued to focus on

growing margins with ambitious expansion initiatives.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹  The S&P Developed Ex-U.S. SmallCap^® Index captures the bottom 15% of companies domiciled in the developed markets (excluding the United States) within the S&P Global BMI with a float-adjusted market capitalization of at least US$100 million and a value traded of at least US$50 million for the past 12 months at the time of the annual reconstitution. Stocks are excluded if their market capitalization falls below US$75 million, or if the value traded is less than US$35 million at the time of reconstitution.

²  The EURO STOXX 50^® Index represents the performance of the 50 largest companies among the 19 supersectors in terms of free-float market cap in 12 eurozone countries. These countries include Austria, Belgium, Finland, France, Germany, Greece, Ireland, Italy, Luxembourg, the Netherlands, Portugal and Spain. The index has a fixed number of components and is part of the STOXX blue-chip index family. The index captures about 60% of the free-float market cap of the EURO STOXX Total Market Index (TMI).

³  The Nikkei Stock Average, the Nikkei 225 is used around the globe as the premier index of Japanese stocks. Because of the prominent nature of the index, many financial products linked to the Nikkei 225 have been created are traded worldwide while the index has been sufficiently used as the indicator of the movement of Japanese stock markets. The Nikkei 225 is a price-weighted equity index, which consists of 225 stocks in the 1st section of the Tokyo Stock Exchange.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be

higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P Developed Ex-U.S. SmallCap Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

  Average Annual Total Returns for the

  Periods Ended December 31, 2016

	1 Year	5 Years	10 Years
Class VC	-4.28%	9.70%	2.00%

¹  Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
	7/1/16	12/31/16	7/1/16 - 12/31/16
Class VC
Actual	$1,000.00	$1,021.90	$6.10
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,019.10	$6.09

^† Net expenses are equal to the Fund’s annualized expense ratio of 1.20%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Closed-Ended Fund	0.60	%
Consumer Discretionary	16.81	%
Consumer Staples	5.84	%
Energy	5.95	%
Exchange-Traded Fund	1.47	%
Financials	13.36	%
Health Care	4.59	%
Industrials	20.81	%
Information Technology	13.05	%
Materials	7.28	%
Real Estate	5.03	%
Telecommunication Services	1.75	%
Utilities	2.94	%
Repurchase Agreement	0.52	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
COMMON STOCKS 98.93%
Australia 2.59%
Beverages 0.43%
Treasury Wine Estates Ltd.		23,821	$	184
Commercial Services & Supplies 0.66%
Spotless Group Holdings Ltd.		397,523		284
Electric: Utilities 0.78%
AusNet Services		293,849		335
Equity Real Estate Investment Trusts 0.25%
Charter Hall Group		31,738		108
Hotels, Restaurants & Leisure 0.47%
Mantra Group Ltd.		90,891		202
Total Australia				1,113
Austria 0.36%
Semiconductors & Semiconductor Equipment
ams AG		5,375		153
Canada 7.63%
Electric: Utilities 1.34%
Emera, Inc.		17,000		575
Metals & Mining 0.78%
HudBay Minerals, Inc.		58,569		335
Oil, Gas & Consumable Fuels 4.67%
Africa Oil Corp.*		202,459		404
Canacol Energy Ltd.*		141,600		483
Vermilion Energy, Inc.		12,600		530
Whitecap Resources, Inc.		65,600		594
				2,011
Paper & Forest Products 0.84%
Interfor Corp.*		32,400		362
Total Canada				3,283

			U.S. $
			Fair Value
Investments	Shares		(000)
China 0.48%
Energy Equipment & Services
Hilong Holding Ltd.		710,000	$	206
Finland 2.96%
Leisure Product 0.77%
Amer Sports OYJ		12,387		329
Metals & Mining 0.83%
Outotec OYJ*		68,083		358
Trading Companies & Distributors 1.36%
Cramo OYJ		23,386		586
Total Finland				1,273
France 5.35%
Health Care Providers & Services 0.80%
Korian SA		11,770		345
Hotels, Restaurants & Leisure 1.12%
Elior Group+		21,112		483
Information Technology Services 1.44%
Altran Technologies SA*		42,417		620
Life Sciences Tools & Services 0.28%
Genfit*		5,356		118
Real Estate Management & Development 0.69%
Nexity SA*		6,345		297
Specialty Retail 1.02%
Maisons du Monde SA*+		16,576		437
Total France				2,300
Germany 5.09%
Industrial Conglomerates 1.41%
Rheinmetall AG		9,010		606
Internet Software & Services 1.15%
XING AG		2,684		496

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
Germany (continued)
Life Sciences Tools & Services 1.82%
Gerresheimer AG		7,023	$	522
MorphoSys AG*		5,099		262
				784
Machinery 0.71%
Deutz AG		53,973		303
Total Germany				2,189
Hong Kong 3.18%
Communications Equipment 0.85%
VTech Holdings Ltd.		27,400		367
Diversified Telecommunication Services 0.69%
HKBN Ltd.		269,880		296
Household Durables 0.62%
Techtronic Industries Co., Ltd.		74,000		265
Paper & Forest Products 1.02%
Lee & Man Paper Manufacturing Ltd.		567,000		440
Total Hong Kong				1,368
India 2.97%
Consumer Finance 0.62%
Bharat Financial Inclusion Ltd.*		30,725		266
Information Technology Services 0.80%
Vakrangee Ltd.		85,650		345
Real Estate Management & Development 0.51%
Housing Development & Infrastructure Ltd.*		248,191		219
Thrifts & Mortgage Finance 1.04%
Dewan Housing Finance Corp., Ltd.		124,133		446
Total India				1,276

			U.S. $
			Fair Value
Investments	Shares		(000)
Indonesia 1.35%
Banks 1.01%
Bank Tabungan Negara Persero Tbk PT		3,371,196	$	435
Consumer Finance 0.34%
PT Clipan Finance Indonesia Tbk*		8,129,400		145
Total Indonesia				580
Ireland 4.92%
Beverages 0.82%
C&C Group plc		84,050		352
Equity Real Estate Investment Trusts 0.66%
Hibernia REIT plc		219,892		285
Health Care Providers & Services 1.67%
UDG Healthcare plc		86,903		716
Household Durables 1.77%
Cairn Homes plc*		536,278		762
Total Ireland				2,115
Israel 1.43%
Chemicals
Frutarom Industries Ltd.		12,012		613
Italy 4.07%
Beverages 0.74%
Davide Campari-Milano SpA		32,569		318
Capital Markets 0.75%
Anima Holding SpA+		59,480		323
Electrical Equipment 0.66%
Prysmian SpA		11,023		283
Textiles, Apparel & Luxury Goods 1.92%
Brunello Cucinelli SpA		16,103		345
Moncler SpA		27,585		480
				825
Total Italy				1,749

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
Japan 26.13%
Banks 2.51%
Fukuoka Financial Group, Inc.		124,000	$	551
Shinsei Bank Ltd.		315,000		528
				1,079
Beverages 1.02%
Coca-Cola East Japan Co., Ltd.		19,900		439
Construction & Engineering 1.22%
SHO-BOND Holdings Co., Ltd.		12,600		525
Containers & Packaging 1.09%
Fuji Seal International, Inc.		22,000		470
Electronic Equipment, Instruments & Components 1.97%
Hitachi High-Technologies Corp.		11,700		472
Taiyo Yuden Co. Ltd.		31,200		374
				846
Equity Real Estate Investment Trusts 1.88%
GLP J-Reit		397		457
Hulic Reit, Inc.		208		349
				806
Food & Staples Retailing 1.06%
Sundrug Co., Ltd.		6,600		457
Food Products 0.69%
Nichirei Corp.		14,400		298
Hotels, Restaurants & Leisure 2.14%
HIS Co., Ltd.		10,200		268
Resorttrust, Inc.		9,100		168
St. Marc Holdings Co., Ltd.		15,900		484
				920

			U.S. $
			Fair Value
Investments	Shares		(000)
Information Technology Services 2.29%
NS Solutions Corp.		22,500	$	405
Obic Co., Ltd.		7,200		315
SCSK Corp.		7,600		266
				986
Insurance 0.68%
Anicom Holdings, Inc.		14,100		292
Machinery 3.93%
CKD Corp.		33,800		384
Nabtesco Corp.		7,100		165
Takeuchi Manufacturing Co., Ltd.		21,700		484
Tsubakimoto Chain Co.		81,000		658
				1,691
Professional Services 1.18%
en-japan, Inc.		28,400		509
Semiconductors & Semiconductor Equipment 1.49%
Sumco Corp.		49,600		641
Software 0.95%
NSD Co., Ltd.		8,200		129
Trend Micro, Inc.		7,900		281
				410
Specialty Retail 0.97%
United Arrows Ltd.		15,100		417
Wireless Telecommunication Services 1.06%
Okinawa Cellular Telephone Co.		15,200		453
Total Japan				11,239
Luxembourg 1.64%
Machinery 0.92%
Stabilus SA*		7,392		397
Multi-Line Retail 0.72%
B&M European Value Retail SA		90,348		310
Total Luxembourg				707

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
Netherlands 3.82%
Air Freight & Logistics 1.09%
PostNL NV*		108,657	$	468
Hotels, Restaurants & Leisure 1.11%
Basic-Fit NV*+		28,353		478
Insurance 0.52%
ASR Nederland NV*		9,299		221
Machinery 1.10%
Aalberts Industries NV		14,598		474
Total Netherlands				1,641
Philippines 1.86%
Banks 0.73%
Rizal Commercial Banking Corp.		167,840		113
Security Bank Corp.		52,390		200
				313
Hotels, Restaurants & Leisure 0.63%
Bloomberry Resorts Corp.*		2,204,700		273
Real Estate Management & Development 0.50%
Filinvest Land, Inc.		6,997,500		215
Total Philippines				801
Portugal 0.81%
Multi-Utilities
REN—Redes Energeticas Nacionais SGPS SA		123,343		350
Spain 1.03%
Equity Real Estate Investment Trusts 0.51%
Hispania Activos Inmobiliarios SOCIMI SA		18,612		220
Food Products 0.52%
Ebro Foods SA		10,653		223
Total Spain				443

			U.S. $
			Fair Value
Investments	Shares		(000)
Sweden 3.10%
Auto Components 0.32%
Dometic Group AB*+		18,731	$	138
Commercial Services & Supplies 1.45%
Loomis AB Class B		20,910		622
Consumer Finance 0.81%
Hoist Finance AB+		37,312		347
Food & Staples Retailing 0.52%
Axfood AB		14,315		225
Total Sweden				1,332
Switzerland 1.30%
Household Durables
Forbo Holding AG Registered Shares*		434		560
Taiwan 0.77%
Semiconductors & Semiconductor Equipment
Realtek Semiconductor Corp.		105,000		332
United Kingdom 13.14%
Capital Markets 2.19%
Jupiter Fund Management plc		42,956		235
Man Group plc		309,423		451
TP ICAP plc		47,506		254
				940
Chemicals 0.30%
Essentra plc		22,923		130
Consumer Finance 2.10%
Arrow Global Group plc		246,467		905
Household Durables 0.77%
Countryside Properties plc*+		108,398		332
Internet & Direct Marketing Retail 1.06%
ASOS plc*		7,472		457

10 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

			U.S. $
			Fair Value
Investments	Shares		(000)
United Kingdom (continued)
Machinery 2.11%
Bodycote plc		61,431	$	487
Concentric AB		33,528		419
				906
Metals & Mining 0.95%
Hill & Smith Holdings plc		27,616		408
Oil, Gas & Consumable Fuels 0.77%
Tullow Oil plc*		85,538		330
Professional Services 1.55%
Exova Group plc		164,187		385
WS Atkins plc		15,750		283
				668
Trading Companies & Distributors 1.34%
Diploma plc		44,992		576
Total United Kingdom				5,652
United States 2.36%
Exchange-Traded Fund 1.47%
VanEck Vectors Junior Gold Miners		19,963		630
Semiconductors & Semiconductor Equipment 0.89%
CEVA, Inc.*		11,449		384
Total United States				1,014
Vietnam 0.59%
Closed-Ended Fund
VinaCapital Vietnam Opportunity Fund Ltd.*		75,213		254
Total Common Stocks (cost $40,885,198)				42,543

	Principal		U.S. $
	Amount		Fair Value
Investments	(000)		(000)
SHORT-TERM INVESTMENT 0.51%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $215,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $229,293; proceeds: $221,368 (cost $221,368)	$	221	$	221
Total Investments in Securities 99.44% (cost $41,106,566)				42,764
Foreign Cash and Other Assets in Excess of Liabilities 0.56%				241
Net Assets 100.00%			$	43,005

*	Non-income producing security.
+	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.

See Notes to Financial Statements. 11

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

	Level 1		Level 2		Level 3		Total
Investment Type(2)	(000)		(000)		(000)		(000)
Common Stocks(3)	$	42,543	$	–	$	–	$	42,543
Repurchase Agreement		–		221		–		221
Total	$	42,543	$	221	$	–	$	42,764

(1)	Refer to Note 2(i) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	As of December 31, 2016, the Fund utilized the last sale or official closing price on the exchange or system on which foreign securities are principally traded which resulted in Level 1 inputs. As of December 31, 2015, the Fund utilized adjusted valuations for the majority of foreign securities which resulted in Level 2 inputs (as described in Note 2(a)). For the fiscal year ended December 31, 2016, total securities transferred from Level 2 to Level 1 amounted to $32,210,871.

12 See Notes to Financial Statements.

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $41,106,566)	$	42,763,969
Foreign cash, at value (cost $49,566)		49,008
Receivables:
Investment securities sold		268,858
Dividends		66,081
From advisor (See Note 3)		14,639
Capital shares sold		18,539
Prepaid expenses		287
Total assets		43,181,381
LIABILITIES:
Payables:
Capital shares reacquired		13,231
Investment securities purchased		1,732
Management fee		27,343
Directors’ fees		8,169
Fund administration		1,458
Accrued expenses		124,899
Total liabilities		176,832
NET ASSETS	$	43,004,549
COMPOSITION OF NET ASSETS:
Paid-in capital	$	43,551,360
Distributions in excess of net investment income		(151,918	)
Accumulated net realized loss on investments and foreign currency related translation		(2,049,902	)
Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies		1,655,009
Net Assets	$	43,004,549
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		5,523,344
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)	$	7.79

See Notes to Financial Statements. 13

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends (net of foreign withholding taxes of $95,603)	$	1,022,147
Interest and other		306
Total investment income		1,022,453
Expenses:
Management fee		352,976
Non 12b-1 service fees		117,486
Shareholder servicing		80,358
Fund administration		18,825
Reports to shareholders		30,661
Directors’ fees		1,675
Professional		61,324
Custody		60,781
Other		11,667
Gross expenses		735,753
Expense reductions (See Note 8)		(182	)
Fees waived and expenses reimbursed (See Note 3)		(170,711	)
Net expenses		564,860
Net investment income		457,593
Net realized and unrealized loss:
Net realized loss on investments (net of foreign capital gains tax of $20,097)		(283,859	)
Net realized loss on foreign currency related transactions		(27,101	)
Net change in unrealized appreciation/depreciation on investments		(2,656,690	)
Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies		10
Net realized and unrealized loss		(2,967,640	)
Net Decrease in Net Assets Resulting From Operations	$	(2,510,047	)

14 See Notes to Financial Statements.

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
INCREASE (DECREASE) IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	457,593		$	396,752
Net realized gain (loss) on investments and foreign currency related transactions		(310,960	)		2,180,525
Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies		(2,656,680	)		2,676,561
Net increase (decrease) in net assets resulting from operations		(2,510,047	)		5,253,838
Distributions to shareholders from:
Net investment income		(435,134	)		(441,845	)
Net realized gain		–			(4,088,313	)
Total distributions to shareholders		(435,134	)		(4,530,158	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		11,437,768			26,580,824
Reinvestment of distributions		435,134			4,530,158
Cost of shares reacquired		(19,741,659	)		(26,523,881	)
Net increase (decrease) in net assets resulting from capital share transactions		(7,868,757	)		4,587,101
Net increase (decrease) in net assets		(10,813,938	)		5,310,781
NET ASSETS:
Beginning of year	$	53,818,487		$	48,507,706
End of year	$	43,004,549		$	53,818,487
Distributions in excess of net investment income	$	(151,918	)	$	(281,484	)

See Notes to Financial Statements. 15

Financial Highlights

			Per Share Operating Performance:
											Distributions to
			Investment operations:								shareholders from:
								Total
					Net			from
	Net asset		Net		realized			invest-
	value,		invest-		and			ment			Net			Net			Total
	beginning		ment		unrealized			oper-			investment			realized			distri-
	of period		income(a)		gain (loss)			ations			income			gain			butions
12/31/2016	$	8.22	$	0.08	$	(0.43	)	$	(0.35	)	$	(0.08	)	$	–		$	(0.08	)
12/31/2015		8.07		0.06		0.83			0.89			(0.07	)		(0.67	)		(0.74	)
12/31/2014		10.08		0.09		(0.64	)		(0.55	)		(0.13	)		(1.33	)		(1.46	)
12/31/2013		8.48		0.09		2.56			2.65			(0.19	)		(0.86	)		(1.05	)
12/31/2012		7.30		0.12		1.37			1.49			(0.17	)		(0.14	)		(0.31	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

16 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
					Total
					expenses
Net					after
asset					waivers				Net		Net		Portfolio
value,		Total			and/or		Total		investment		assets, end		turnover
end of		return(b)			reimbursements		expenses		income		of period		rate
period		(%)			(%)		(%)		(%)		(000)		(%)
$	7.79		(4.28	)		1.20		1.57		0.97	$	43,005		84.36
	8.22		11.10			1.20		1.52		0.73		53,818		87.07
	8.07		(5.76	)		1.20		1.49		0.90		48,508		64.58
	10.08		31.70			1.20		1.44		0.93		57,067		89.28
	8.48		20.38			1.20		1.42		1.44		49,131		100.44

See Notes to Financial Statements. 17

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers International Opportunities Portfolio (the “Fund”).

The Fund’s investment objective is long-term capital appreciation. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

18

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
	The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.
(g)	Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings or gain or reduce exposure to foreign currency solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized loss on foreign currency related transactions in the Fund’s Statement of Operations.

19

Notes to Financial Statements (continued)

(h)

Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.

(i)

Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

20

Notes to Financial Statements (continued)

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .39% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.20%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to ..25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

21

Notes to Financial Statements (continued)

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	435,134	$	1,143,859
Net long-term capital gains		–		3,386,299
Total distributions paid	$	435,134	$	4,530,158

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Undistributed ordinary income – net	$	29,201
Total undistributed earnings		29,201
Capital loss carryforwards*		(1,785,796	)
Temporary differences		(8,166	)
Unrealized gains – net		1,217,950
Total accumulated losses – net	$	(546,811	)

* The capital losses will carry forward indefinitely.

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	41,544,984
Gross unrealized gain		3,693,232
Gross unrealized loss		(2,474,247	)
Net unrealized security gain	$	1,218,985

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain foreign securities and wash sales.

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in Excess of Net Investment Income		Accumulated Net Realized Loss
	$107,107		$(107,107	)

The permanent differences are attributable to the tax treatment of certain foreign securities, certain expenses, and foreign currency transactions.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases		Sales
	$39,112,621		$46,543,621

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

22

Notes to Financial Statements (continued)

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement	$	221,368	$	–	$	221,368
Total	$	221,368	$	–	$	221,368

	Net Amounts of Assets Presented in		Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	the Statement of Assets and Liabilities		Financial Instruments		Cash Collateral Received(a)		Securities Collateral Received(a)			Net Amount(b)
Fixed Income Clearing Corp.	$	221,368	$	–	$	–	$	(221,368	)	$	–
Total	$	221,368	$	–	$	–	$	(221,368	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

23

Notes to Financial Statements (continued)

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing. These include the risks of investing in equity markets in foreign countries, the risk of investing in derivatives, liquidity risk, and the risks from leverage. The value of an investment will fluctuate in response to movements in the stock market in general, and to the changing prospects of individual companies in which the Fund invests. The Fund is subject to the risks of investing in foreign securities and in the securities of small companies. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or currency controls. These risks are generally greater for securities issued by companies in emerging market countries. Investing in small companies generally involves greater risks than investing in the stocks of larger companies, including more volatility and less liquidity.

The Fund is also subject to the risks associated with derivatives, which may be different from and greater than the risks associated with investing directly in securities and other instruments.

These factors can affect the Fund’s performance.

24

Notes to Financial Statements (concluded)

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016			Year Ended December 31, 2015
Shares sold		1,441,534			3,003,758
Reinvestment of distributions		56,070			550,391
Shares reacquired		(2,519,824	)		(3,020,048	)
Increase (decrease)		(1,022,220	)		534,101

25

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of International Opportunities Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the International Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of International Opportunities Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

26

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

27

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978– 2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

28

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

29

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

30

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

31

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the three-year and five-year periods and below the median of the performance peer group for the one-year and ten-year periods. The Board also considered Lord

32

Approval of Advisory Contract (continued)

Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord

33

Approval of Advisory Contract (concluded)

Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

34

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

The Fund intends to pass through foreign source income of $1,087,606 and foreign taxes of $114,867.

35

 

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	International Opportunities Portfolio	SFIO-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Mid Cap Stock Portfolio

For the fiscal year ended December 31, 2016

Table of Contents
1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
23	Report of Independent Registered Public Accounting Firm
24	Supplemental Information to Shareholders

Lord Abbett Series Fund — Mid Cap Stock Portfolio
Annual Report

For the fiscal year ended December 31, 2016

 

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Mid Cap Stock Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 16.39%, reflecting performance at the net asset value (NAV) of Class A shares, with all distributions reinvested, compared to its benchmark, the Russell Midcap^® Value Index,¹ which returned 20.00% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

During the period, stock selection and an underweight in the industrials sector were the largest detractors from the Fund’s performance relative to its benchmark. Within the industrials sector, the Fund’s holdings of Parker Hannifin Corp., a manufacturer of motion-control and fluid

systems and components within multiple industries, detracted most. Parker Hannifin fell as organic growth expectations remained flat, specifically its business segments in North America. The Fund’s position in Stanley Works, a provider of appliances and tools for various industrial applications, also detracted from performance. Shares fell as the company faced macro headwinds from declining industry sales and low growth in emerging market regions.

Stock selection in the information technology sector also detracted from the Fund’s performance. The Fund’s holdings of Verifone Systems, Inc., an electronic payment solutions company, detracted most. Shares of Verifone Systems, Inc. fell as it missed second quarter earnings estimates as macro challenges outside the United States created headwinds for future revenue growth and profitability.

During the period, security selection and an overweight in the energy sector were the largest contributors to the Fund’s relative performance. Within the energy sector, the Fund’s holdings of Patterson-UTI Energy, Inc., a domestic land-based drilling rigs and pressure pumping equipment operator, and Cimarex Energy Co., an independent oil and gas exploration and production company, both contributed to performance. Patterson and Cimarex benefitted as U.S. rig counts and oil prices increased throughout the calendar year.

Stock selection in the consumer discretionary sector also contributed to the

2

Fund’s performance. The Fund’s holding of Whirlpool Corp., a marketer and manufacturer of home appliances, contributed most. Whirlpool shares gained as the firm expected to implement cost-cutting and productivity measures that were expected to improve earnings growth despite a declining industry growth.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹  The Russell Midcap^® Value Index measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The stocks are also members of the Russell 1000^® Value index.

²  The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Russell Midcap^® Value Index and the S&P MidCap 400^® Value Index assuming reinvestment of all dividends and distributions. the Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is no guarantee of future results.

 

Average Annual Total Returns for the

Periods Ended December 31, 2016

	1 Year	5 Years	10 Years
Class VC	16.39%	13.27%	5.66%

¹  Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning	Ending	Expenses
	Account	Account	Paid During
	Value	Value	Period(a)
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,102.40	$6.24
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,019.20	$5.99

^(a) Net expenses are equal to the Fund’s annualized expense ratio of 1.18%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	8.20	%
Consumer Staples	5.72	%
Energy	11.23	%
Financials	23.24	%
Health Care	5.25	%
Industrials	13.25	%
Information Technology	10.55	%
Materials	6.34	%
Real Estate	9.15	%
Utilities	6.20	%
Repurchase Agreement	0.87	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6 See Notes to Financial Statements.

Schedule of Investments

December 31, 2016

Investments	Shares		Fair Value (000)
COMMON STOCKS 99.22%
Aerospace & Defense 0.88%
Orbital ATK, Inc.		35,554	$	3,119
Airlines 1.60%
Alaska Air Group, Inc.		64,215		5,698
Banks 9.79%
CIT Group, Inc.		124,199		5,301
Citizens Financial Group, Inc.		218,100		7,771
East West Bancorp, Inc.		127,000		6,455
KeyCorp		378,700		6,919
M&T Bank Corp.		28,600		4,474
Webster Financial Corp.		73,520		3,991
Total				34,911
Beverages 2.77%
Coca-Cola European Partners plc (United Kingdom)(a)		139,759		4,388
Molson Coors Brewing Co. Class B		56,456		5,494
Total				9,882
Building Products 1.57%
Johnson Controls International plc		135,730		5,591
Capital Markets 2.56%
E*TRADE Financial Corp.*		194,400		6,736
OM Asset Management plc (United Kingdom)(a)		165,184		2,395
Total				9,131
Chemicals 2.76%
Albemarle Corp.		31,882		2,744
Eastman Chemical Co.		55,417		4,168
FMC Corp.		51,611		2,919
Total				9,831
Communications Equipment 4.21%
Harris Corp.		34,242		3,509
Juniper Networks, Inc.		193,600		5,471
Motorola Solutions, Inc.		72,800		6,034
Total				15,014

Investments	Shares		Fair Value (000)
Construction & Engineering 0.74%
Fluor Corp.		50,126	$	2,633
Containers & Packaging 1.43%
Graphic Packaging Holding Co.		263,200		3,285
Packaging Corp. of America		21,300		1,806
Total				5,091
Electric: Utilities 6.20%
Edison International		84,100		6,054
Great Plains Energy, Inc.		118,300		3,236
Portland General Electric Co.		157,200		6,811
PPL Corp.		176,800		6,020
Total				22,121
Electrical Equipment 2.92%
AMETEK, Inc.		90,701		4,408
Hubbell, Inc.		51,539		6,015
Total				10,423
Energy Equipment & Services 3.00%
Nabors Industries Ltd.		211,304		3,466
Patterson-UTI Energy, Inc.		89,312		2,404
Superior Energy Services, Inc.		285,200		4,814
Total				10,684
Equity Real Estate Investment Trusts 9.15%
Alexandria Real Estate Equities, Inc.		32,406		3,601
Brixmor Property Group, Inc.		173,360		4,233
Duke Realty Corp.		185,000		4,914
Healthcare Trust of America, Inc. Class A		101,740		2,962
Highwoods Properties, Inc.		64,900		3,311
Kimco Realty Corp.		149,500		3,761
UDR, Inc.		142,914		5,214
Vornado Realty Trust		44,509		4,645
Total				32,641

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Shares		Fair Value (000)
Food Products 2.96%
Bunge Ltd.		56,017	$	4,046
Pinnacle Foods, Inc.		66,962		3,579
Snyder’s-Lance, Inc.		76,048		2,916
Total				10,541
Health Care Equipment & Supplies 1.22%
Alere, Inc.*		112,005		4,365
Health Care Providers & Services 1.76%
Cardinal Health, Inc.		32,767		2,358
HealthSouth Corp.		95,074		3,921
Total				6,279
Hotels, Restaurants & Leisure 3.00%
MGM Resorts International*		194,178		5,598
Royal Caribbean Cruises Ltd.		62,200		5,103
Total				10,701
Household Durables 3.74%
Lennar Corp. Class A		52,400		2,249
Newell Brands, Inc.		106,019		4,734
Whirlpool Corp.		35,000		6,362
Total				13,345
Information Technology Services 3.56%
CSRA, Inc.		143,679		4,575
Fidelity National Information Services, Inc.		57,800		4,372
Xerox Corp.		427,678		3,733
Total				12,680
Insurance 10.39%
Allied World Assurance Co. Holdings AG (Switzerland)(a)		77,923		4,185
Allstate Corp. (The)		37,545		2,783
Arch Capital Group Ltd.*		39,100		3,374
Argo Group International Holdings Ltd.		39,867		2,627
Brown & Brown, Inc.		52,900		2,373
Hanover Insurance Group, Inc. (The)		52,838		4,809

Investments	Shares		Fair Value (000)
Insurance (continued)
Hartford Financial Services
Group, Inc. (The)		114,886	$	5,474
Lincoln National Corp.		52,700		3,493
XL Group Ltd.		212,500		7,918
Total				37,036
Life Sciences Tools & Services 1.55%
Agilent Technologies, Inc.		67,500		3,075
PerkinElmer, Inc.		47,000		2,451
Total				5,526
Machinery 4.79%
Ingersoll-Rand plc (Ireland)(a)		65,600		4,923
ITT, Inc.		99,627		3,842
Kennametal, Inc.		138,809		4,339
Parker-Hannifin Corp.		28,269		3,958
Total				17,062
Metals & Mining 2.16%
Freeport-McMoRan, Inc.*		242,182		3,195
Steel Dynamics, Inc.		126,900		4,515
Total				7,710
Oil, Gas & Consumable Fuels 8.24%
Cimarex Energy Co.		49,669		6,750
Hess Corp.		57,700		3,594
Marathon Oil Corp.		377,200		6,529
Noble Energy, Inc.		145,344		5,532
Range Resources Corp.		70,525		2,423
Williams Cos., Inc. (The)		146,300		4,556
Total				29,384
Pharmaceuticals 0.72%
Mallinckrodt plc*		51,605		2,571
Road & Rail 0.78%
Kansas City Southern		32,667		2,772

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

Investments	Shares		Fair Value (000)
Semiconductors & Semiconductor Equipment 2.79%
Micron Technology, Inc.*		111,700	$	2,448
ON Semiconductor Corp.*		264,000		3,369
Skyworks Solutions, Inc.		55,509		4,144
Total				9,961
Specialty Retail 0.72%
L Brands, Inc.		39,060		2,572
Textiles, Apparel & Luxury Goods 0.74%
PVH Corp.		29,400		2,653
Thrifts & Mortgage Finance 0.52%
Astoria Financial Corp.		100,000		1,865
Total Common Stocks (cost $313,045,251)				353,793

Investments	Principal Amount (000)		Fair Value (000)
SHORT-TERM INVESTMENT 0.87%
Repurchase Agreement
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $2,950,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $3,146,107; proceeds: $3,082,605 (cost $3,082,595)	$	3,083	$	3,083
Total Investments in Securities 100.09% (cost $316,127,846)				356,876
Liabilities in Excess of Cash and Other Assets (0.09)%				(313	)
Net Assets 100.00%			$	356,563

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1 (000)		Level 2 (000)		Level 3 (000)		Total (000)
Common Stocks	$	353,793	$	–	$	–	$	353,793
Repurchase Agreement		–		3,083		–		3,083
Total	$	353,793	$	3,083	$	–	$	356,876

(1)	Refer to Note 2(h) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $316,127,846)	$	356,876,382
Cash		26,320
Receivables:
Interest and dividends		749,582
Investment securities sold		869,213
Capital shares sold		49,927
Prepaid expenses		2,433
Total assets		358,573,857
LIABILITIES:
Payables:
Capital shares reacquired		992,492
Management fee		228,899
Directors’ fees		107,369
Fund administration		12,208
Accrued expenses		670,320
Total liabilities		2,011,288
NET ASSETS	$	356,562,569
COMPOSITION OF NET ASSETS:
Paid-in capital	$	310,472,092
Undistributed net investment income		850
Accumulated net realized gain on investments		5,341,091
Net unrealized appreciation on investments		40,748,536
Net Assets	$	356,562,569
Outstanding shares (200 million shares of common stock authorized, $.001 par value)		13,970,922
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$25.52

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	5,807,660
Interest		1,455
Total investment income		5,809,115
Expenses:
Management fee		2,578,087
Non 12b-1 service fees		859,283
Shareholder servicing		259,504
Fund administration		137,498
Reports to shareholders		67,135
Directors’ fees		11,988
Professional		57,201
Custody		13,137
Other		35,120
Gross expenses		4,018,953
Expense reductions (See Note 8)		(1,330	)
Net expenses		4,017,623
Net investment income		1,791,492
Net realized and unrealized gain:
Net realized gain on investments		24,359,673
Net change in unrealized appreciation/depreciation on investments		26,147,065
Net realized and unrealized gain		50,506,738
Net Increase in Net Assets Resulting From Operations	$	52,298,230

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
INCREASE (DECREASE) IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	1,791,492		$	2,184,144
Net realized gain on investments		24,359,673			46,095,610
Net change in unrealized appreciation/depreciation on investments		26,147,065			(61,653,829	)
Net increase (decrease) in net assets resulting from operations		52,298,230			(13,374,075	)
Distributions to shareholders from:
Net investment income		(1,708,602	)		(2,135,083	)
Net realized gain		(19,456,583	)		(21,990,439	)
Total distributions to shareholders		(21,165,185	)		(24,125,522	)
Capital share transactions (See Note 13):
Proceeds from sales of shares		23,269,382			20,306,034
Reinvestment of distributions		21,165,186			24,125,522
Cost of shares reacquired		(66,531,091	)		(77,570,107	)
Net decrease in net assets resulting from capital share transactions		(22,096,523	)		(33,138,551	)
Net increase (decrease) in net assets		9,036,522			(70,638,148	)
NET ASSETS:
Beginning of year	$	347,526,047		$	418,164,195
End of year	$	356,562,569		$	347,526,047
Undistributed (distributions in excess of) net investment income	$	850		$	(82,040	)

12 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
								Total
					Net			from
	Net asset		Net		realized			invest-
	value,		invest-		and			ment			Net			Net			Total
	beginning		ment		unrealized			opera-			investment			realized			distri-
	of period		income(a)		gain (loss)			tions			income			gain			butions
12/31/2016		$23.28		$0.13		$ 3.69		$	3.82			$(0.13	)		$(1.45	)		$(1.58	)
12/31/2015		26.02		0.15		(1.16	)		(1.01	)		(0.15	)		(1.58	)		(1.73	)
12/31/2014		23.43		0.10		2.60			2.70			(0.11	)		–			(0.11	)
12/31/2013		18.05		0.10		5.37			5.47			(0.09	)		–			(0.09	)
12/31/2012		15.86		0.11		2.20			2.31			(0.12	)		–			(0.12	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

14 See Notes to Financial Statements.

					Ratios to Average Net Assets:		Supplemental Data:
Net							Net
asset						Net	assets,		Portfolio
value,		Total			Total	investment	end of		turnover
end of		return(b)			expenses	income	period		rate
period		(%)			(%)	(%)	(000)		(%)
	$25.52		16.39		1.17	0.52		$356,563	66.66
	23.28		(3.79	)	1.18	0.56		347,526	61.00
	26.02		11.53		1.16	0.40		418,164	58.45
	23.43		30.32		1.14	0.49		437,155	62.17
	18.05		14.55		1.16	0.66		399,199	65.70

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Mid Cap Stock Portfolio (the “Fund”).

The Fund’s investment objective is to seek capital appreciation through investments, primarily in equity securities, which are believed to be undervalued in the marketplace. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on investments in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(h)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer

17

Notes to Financial Statements (continued)

broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

For the fiscal year ended December 31, 2016, the effective management was at an annualized rate of .75% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the

18

Notes to Financial Statements (continued)

insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	1,708,602	$	2,135,083
Net long-term capital gains		19,456,583		21,990,439
Total distributions paid	$	21,165,185	$	24,125,522

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	198,039
Undistributed long-term capital gains		6,479,470
Total undistributed earnings		6,677,509
Temporary differences		(107,369	)
Unrealized gains – net		39,520,337
Total accumulated gains – net	$	46,090,477

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	317,356,045
Gross unrealized gain		46,515,719
Gross unrealized loss		(6,995,382	)
Net unrealized security gain	$	39,520,337

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

19

Notes to Financial Statements (continued)

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases		Sales
	$227,469,927		$266,251,600

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

Description	Gross Amounts of Recognized Assets		Gross Amounts Offset in the Statement of Assets and Liabilities		Net Amounts of Assets Presented in the Statement of Assets and Liabilities
Repurchase Agreement	$	3,082,595	$	–	$	3,082,595
Total	$	3,082,595	$	–	$	3,082,595

	Net Amounts
	of Assets		Amounts Not Offset in the
	Presented in		Statement of Assets and Liabilities
Counterparty	the Statement of Assets and Liabilities		Financial Instruments		Cash Collateral Received(a)		Securities Collateral Received(a)			Net Amount(b)
Fixed Income Clearing Corp.	$	3,082,595	$	–	$	–	$	(3,082,595	)	$	–
Total	$	3,082,595	$	–	$	–	$	(3,082,595	)	$	–

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’

20

Notes to Financial Statements (continued)

fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

10. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

11. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

12. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and mid-sized company stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. The market may fail to recognize for a long time the intrinsic value of particular value stocks the Fund may hold. The mid-sized company stocks in which the Fund invests may be less able to weather economic shifts or other adverse developments than those of larger, more established companies. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

21

Notes to Financial Statements (concluded)

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

13. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended December 31, 2016		Year Ended December 31, 2015
Shares sold	972,000		783,314
Reinvestment of distributions	822,686		1,050,654
Shares reacquired	(2,749,761	)	(2,978,195	)
Decrease	(955,075	)	(1,144,227	)

22

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Mid Cap Stock Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Mid Cap Stock Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Mid Cap Stock Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

23

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

25

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

26

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

27

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

28

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the three-year period and below the median of the performance peer group for the one-year, five-year and ten-year periods. The Board also considered

29

Approval of Advisory Contract (continued)

Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was slightly above the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that

30

Approval of Advisory Contract (concluded)

the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

31

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

For corporate shareholders, 100% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distributions paid to shareholders during the fiscal year ended December 31, 2016, $19,456,583 represents long-term capital gains..

32

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Mid Cap Stock Portfolio	LASFMCV-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Short Duration Income Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
43	Statement of Assets and Liabilities
44	Statement of Operations
45	Statements of Changes in Net Assets
46	Financial Highlights
48	Notes to Financial Statements
59	Report of Independent Registered Public Accounting Firm
60	Supplemental Information to Shareholders

Lord Abbett Series Fund — Short Duration Income Portfolio Annual Report

For the fiscal year ended December 31, 2016

  From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds. Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Short Duration Income Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates. Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.   Best regards,     Daria L. Foster Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 3.47%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the BofA Merrill Lynch 1-3 year U.S. Corporate Credit Index,¹ which returned 2.39% over the same period.

Yields on longer-dated Treasury bonds were relatively flat, rising only slightly over the 12-month period ended December 31, 2016, while the yield on shorter-dated two-year Treasury notes increased 0.18%

over the same period, leading to a slight flattening of the Treasury yield curve. Corporate credit spreads narrowed over the 12-month period, particularly within lower-rated, investment grade debt. Consumer prices rose at a moderate pace, with the Consumer Price Index (CPI) rising 2.1% over the 12-month period ended December 31, 2016. Meanwhile, the employment picture continued to improve as the unemployment rate remained steady at 4.7%, with 156,000 jobs added in December 2016; employment growth has

1

averaged 165,000 per month, over the last three months. This compares with an unemployment rate of 5.0% a year earlier and a recent high of 10.0% in October 2009. In December, the U.S. Federal Reserve (Fed) raised its target for short-term interest rates 0.25%, to a range of 0.50% - 0.75%, as economic data continued to suggest a strengthening domestic economy.

Consistent with the Fund’s strategic design, the Fund maintained exposures to a variety of bond market sectors, in addition to the investment grade corporate bonds represented in the benchmark. This design allows for the flexibility to take advantage of relative value opportunities across sectors, and these weightings were important factors affecting performance. The primary factors contributing to the Fund’s relative performance over the period were allocations to high yield corporate bonds and commercial mortgage-backed securities (CMBS). High

¹ The BofA Merrill Lynch 1-3 Year U.S. Corporate Credit Index is an unmanaged index comprised of U.S. dollar-denominated investment grade corporate debt securities publicly issued in the U.S. domestic market with between one and three years remaining to final maturity.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that

yield bonds outperformed higher-rated securities as spreads tightened, contributing to the relative performance of the Fund. Additionally, the Fund maintained out-of-benchmark exposure to securitized sectors, including commercial mortgage-backed securities, which aided absolute performance, as these sectors outperformed investment grade corporate bonds during the 12-month period.

The Fund’s underweight to investment grade corporates detracted from performance during the 12-month period. However, security selection was positive as the Fund remained overweight ‘BBB’ rated securities, which outperformed higher-rated securities.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer

2

own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the BofA Merrill Lynch 1-3 Year U.S. Corporate Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

Average Annual Total Returns for the Periods Ended December 31, 2016
	1 Year	Life of Class
Class VC2	3.47%	1.56%

¹  Performance for the unmanaged index does not reflect any fees or expenses. The performance of the index is not necessarily representative of the Fund’s performance. Performance for the index began on April 14, 2014.

²  The Class VC shares commenced operations on April 4, 2014. Performance for the Class began on April 14, 2014.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value	Ending Account Value	Expenses Paid During Period†
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,007.50	$4.04
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,021.11	$4.06

^† Net expenses are equal to the Fund’s annualized expense ratio of 0.80%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Auto		3.34	%
Basic Industry		0.86	%
Capital Goods		0.92	%
Consumer Cyclical		1.50	%
Consumer Discretionary		0.79	%
Consumer Services		1.87	%
Consumer Staples		1.00	%
Energy		10.43	%
Financial Services		58.27	%
Foreign Government		0.24	%
Government		2.97	%
Health Care		2.58	%
Integrated Oils		0.86	%
Materials & Processing		3.50	%
Municipal		0.30	%
Other		0.13	%
Producer Durables		0.91	%
Technology		2.84	%
Telecommunications		1.83	%
Transportation		0.66	%
Utilities		2.47	%
Repurchase Agreement		1.73	%
Total		100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Interest Rate	Maturity Date		Principal Amount (000)		Fair Value
LONG-TERM INVESTMENTS 94.73%
ASSET-BACKED SECURITIES 19.70%
Automobiles 8.85%
Ally Auto Receivables Trust 2014-2 A3	1.25%	4/15/2019	$	12	$	11,807
Ally Auto Receivables Trust 2015-2 A3	1.49%	11/15/2019		8		8,012
AmeriCredit Automobile Receivables Trust 2014-3 B	1.92%	11/8/2019		248		248,848
AmeriCredit Automobile Receivables Trust 2016-4 A2A	1.34%	4/8/2020		35		34,989
Avis Budget Rental Car Funding AESOP LLC 2012-3A A†	2.10%	3/20/2019		193		193,247
Avis Budget Rental Car Funding AESOP LLC 2013-2A A†	2.97%	2/20/2020		200		202,172
BMW Vehicle Owner Trust 2014-A A3	0.97%	11/26/2018		6		5,770
California Republic Auto Receivables Trust 2013-1 A2†	1.41%	9/17/2018		11		10,868
California Republic Auto Receivables Trust 2014-3 A3	1.09%	11/15/2018		8		7,905
California Republic Auto Receivables Trust 2014-4 A3	1.27%	1/15/2019		3		3,389
California Republic Auto Receivables Trust 2015-1 A3	1.33%	4/15/2019		3		3,234
California Republic Auto Receivables Trust 2015-3 A4	2.13%	5/17/2021		15		15,080
California Republic Auto Receivables Trust 2015-4 A3†	2.04%	1/15/2020		11		11,071
California Republic Auto Receivables Trust 2015-4 A4†	2.58%	6/15/2021		200		201,909
California Republic Auto Receivables Trust 2015-4 B†	3.73%	11/15/2021		12		12,275
California Republic Auto Receivables Trust 2016-1 A3	1.89%	5/15/2020		30		30,151
California Republic Auto Receivables Trust 2016-1 A4	2.24%	10/15/2021		58		58,344
California Republic Auto Receivables Trust 2016-2 A3	1.56%	7/15/2020		11		10,985
California Republic Auto Receivables Trust 2016-2 A4	1.83%	12/15/2021		15		14,916
Capital Auto Receivables Asset Trust 2013-4 C	2.67%	2/20/2019		66		66,477
Capital Auto Receivables Asset Trust 2014-3 C†	2.71%	11/20/2019		21		21,228
Capital Auto Receivables Asset Trust 2015-2 A2	1.39%	9/20/2018		14		14,009
Capital Auto Receivables Asset Trust 2015-3 B	2.43%	9/21/2020		11		11,063

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)			Fair Value
Automobiles (continued)
Capital Auto Receivables Asset Trust 2015-3 C	2.90%	12/21/2020	$	10		$	10,125
Capital Auto Receivables Asset Trust 2015-3 D	3.34%	3/22/2021		9			9,103
Capital Auto Receivables Asset Trust 2016-1 B	2.67%	12/21/2020		12			11,983
Capital Auto Receivables Asset Trust 2016-2 A3	1.46%	6/22/2020		21			20,939
Capital Auto Receivables Asset Trust 2016-2 A4	1.63%	1/20/2021		11			10,896
CarMax Auto Owner Trust 2013-1 C	1.54%	12/15/2018		5			5,005
CarMax Auto Owner Trust 2014-2 A3	0.98%	1/15/2019		16			15,526
CarMax Auto Owner Trust 2015-2 A2A	0.82%	6/15/2018		1	(a)		762
CarMax Auto Owner Trust 2016-3 A3	1.39%	5/17/2021		32			31,828
CarMax Auto Owner Trust 2016-3 A4	1.60%	1/18/2022		32			31,583
CarMax Auto Owner Trust 2016-4 A2	1.21%	11/15/2019		36			35,936
CarMax Auto Owner Trust 2016-4 A3	1.40%	8/15/2021		17			16,827
CarMax Auto Owner Trust 2016-4 A4	1.60%	6/15/2022		21			20,639
Chesapeake Funding II LLC 2016-2A A1†	1.88%	6/15/2028		200			199,555
Chrysler Capital Auto Receivables Trust 2014-BA A3†	1.27%	5/15/2019		8			8,337
Chrysler Capital Auto Receivables Trust 2015-BA B†	2.70%	12/15/2020		3			3,030
Chrysler Capital Auto Receivables Trust 2016-AA A3†	1.77%	10/15/2020		42			42,051
Chrysler Capital Auto Receivables Trust 2016-AA B†	2.88%	2/15/2022		11			11,129
Drive Auto Receivables Trust 2015-AA B†	2.28%	6/17/2019		125			125,462
Drive Auto Receivables Trust 2015-AA C†	3.06%	5/17/2021		63			63,633
Drive Auto Receivables Trust 2015-BA C†	2.76%	7/15/2021		3			3,020
Drive Auto Receivables Trust 2015-BA D†	3.84%	7/15/2021		5			5,037
Drive Auto Receivables Trust 2015-DA C†	3.38%	11/15/2021		25			25,417
Drive Auto Receivables Trust 2015-DA D†	4.59%	1/17/2023		22			22,601
Drive Auto Receivables Trust 2016-AA B†	3.17%	5/15/2020		58			58,523
Drive Auto Receivables Trust 2016-BA B†	2.56%	6/15/2020		20			20,123
Drive Auto Receivables Trust 2016-BA C†	3.19%	7/15/2022		20			20,161
Drive Auto Receivables Trust 2016-BA D†	4.53%	8/15/2023		41			41,262
Drive Auto Receivables Trust 2016-CA B†	2.37%	11/16/2020		30			29,940
Drive Auto Receivables Trust 2016-CA C†	3.02%	11/15/2021		78			78,094
Drive Auto Receivables Trust 2016-CA D†	4.18%	3/15/2024		19			18,877
Fifth Third Auto Trust 2014-3 A3	0.96%	3/15/2019		15			15,254
First Investors Auto Owner Trust 2016-2A A1†	1.53%	11/16/2020		41			41,355
Flagship Credit Auto Trust 2015-2 A†	1.98%	10/15/2020		193			193,100
Flagship Credit Auto Trust 2015-3 A†	2.38%	10/15/2020		6			5,762

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Automobiles (continued)
Ford Credit Auto Lease Trust 2016-A A3	1.71%	4/15/2019	$	35	$	35,132
Ford Credit Auto Owner Trust 2013-D A3	0.67%	4/15/2018		1		1,405
Ford Credit Auto Owner Trust 2016-C A2A	1.04%	9/15/2019		72		71,857
Honda Auto Receivables Owner Trust 2016-4 A2	1.04%	4/18/2019		70		69,845
Huntington Auto Trust 2016-1 A3	1.59%	11/16/2020		92		91,850
Hyundai Auto Receivables Trust 2016-B C	2.19%	11/15/2022		72		70,934
Mercedes-Benz Auto Lease Trust 2016-A A3	1.52%	3/15/2019		43		43,082
Mercedes-Benz Auto Receivables Trust 2016-1 A2A	1.11%	3/15/2019		114		113,981
NextGear Floorplan Master Owner Trust 2015-2A A†	2.38%	10/15/2020		100		100,488
Nissan Auto Receivables Owner Trust 2014-B A3	1.11%	5/15/2019		33		32,657
Nissan Auto Receivables Owner Trust 2016-B A3	1.32%	1/15/2021		26		25,854
OSCAR US Funding Trust V 2016-2A A2A†	2.31%	11/15/2019		80		80,000
Santander Drive Auto Receivables Trust 2014-3 D	2.65%	8/17/2020		14		14,167
Santander Drive Auto Receivables Trust 2014-4 C	2.60%	11/16/2020		23		23,190
Santander Drive Auto Receivables Trust 2015-1 C	2.57%	4/15/2021		210		211,918
Santander Drive Auto Receivables Trust 2015-3 B	2.07%	4/15/2020		11		11,041
Santander Drive Auto Receivables Trust 2015-3 C	2.74%	1/15/2021		13		13,135
Santander Drive Auto Receivables Trust 2015-4 C	2.97%	3/15/2021		77		77,778
Santander Drive Auto Receivables Trust 2015-5 D	3.65%	12/15/2021		22		22,564
Santander Drive Auto Receivables Trust 2016-1 D	4.02%	4/15/2022		14		14,536
Santander Drive Auto Receivables Trust 2016-2 B	2.08%	2/16/2021		10		10,012
Santander Drive Auto Receivables Trust 2016-3 A2	1.34%	11/15/2019		38		38,014
Santander Drive Auto Receivables Trust 2016-3 B	1.89%	6/15/2021		21		20,895
SunTrust Auto Receivables Trust 2015-1A A3†	1.42%	9/16/2019		169		169,002
TCF Auto Receivables Owner Trust 2015-1A A4†	1.96%	11/16/2020		34		34,130
TCF Auto Receivables Owner Trust 2015-1A B†	2.49%	4/15/2021		29		29,204
TCF Auto Receivables Owner Trust 2015-1A D†	3.53%	3/15/2022		10		10,022
TCF Auto Receivables Owner Trust 2015-2A A2†	1.64%	1/15/2019		4		3,643
TCF Auto Receivables Owner Trust 2015-2A B†	3.00%	9/15/2021		6		6,090
TCF Auto Receivables Owner Trust 2015-2A C†	3.75%	12/15/2021		4		4,092
TCF Auto Receivables Owner Trust 2015-2A D†	4.24%	8/15/2022		10		10,149
TCF Auto Receivables Owner Trust 2016-1A A2†	1.39%	11/15/2019		72		71,970
TCF Auto Receivables Owner Trust 2016-1A A4†	2.03%	2/15/2022		50		49,620
TCF Auto Receivables Owner Trust 2016-1A B†	2.32%	6/15/2022		33		32,587
TCF Auto Receivables Owner Trust 2016-PT1A A†	1.93%	6/15/2022		95		94,934
Volkswagen Auto Loan Enhanced Trust 2013-2 A3	0.70%	4/20/2018		9		8,660
Westlake Automobile Receivables Trust 2016-3A B†	2.07%	12/15/2021		11		10,957
Total						4,180,019

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Credit Cards 3.17%
BA Credit Card Trust 2016-A1 A	1.094%	#	10/15/2021	$	48	$	48,166
Barclays Dryrock Issuance Trust 2016-1 A	1.52%		5/16/2022		100		99,125
Capital One Multi-Asset Execution Trust 2015-A3	1.104%	#	3/15/2023		50		50,144
Capital One Multi-Asset Execution Trust 2015-A5	1.60%		5/17/2021		28		28,084
Capital One Multi-Asset Execution Trust 2016-A1	1.154%	#	2/15/2022		74		74,336
Chase Issuance Trust 2012-A4	1.58%		8/16/2021		150		149,106
Chase Issuance Trust 2015-A5	1.36%		4/15/2020		145		144,949
Chase Issuance Trust 2016-A2 A	1.37%		6/15/2021		22		21,800
Chase Issuance Trust 2016-A5	1.27%		7/15/2021		100		98,722
Discover Card Execution Note Trust 2015-A2 A	1.90%		10/17/2022		145		144,489
Discover Card Execution Note Trust 2015-A4	2.19%		4/17/2023		100		100,248
Discover Card Execution Note Trust 2016-A2	1.244%	#	9/15/2021		100		100,639
Discover Card Execution Note Trust 2016-A4	1.39%		3/15/2022		234		231,466
First National Master Note Trust 2015-1 A	1.474%	#	9/15/2020		3		3,010
Synchrony Credit Card Master Note Trust 2012-2 A	2.22%		1/15/2022		100		100,805
Synchrony Credit Card Master Note Trust 2016-2 B	2.55%		5/15/2024		100		101,906
Total							1,496,995	��
Other 7.68%
Ally Master Owner Trust 2012-5 A	1.54%		9/15/2019		100		100,157
Ally Master Owner Trust 2014-4 A2	1.43%		6/17/2019		128		128,088
Ally Master Owner Trust 2014-5 A2	1.60%		10/15/2019		17		17,029
Ally Master Owner Trust 2015-3 A	1.63%		5/15/2020		140		139,875
Ammc CLO 19 Ltd. 2016-19A A†	2.381%	#	10/15/2028		250		249,899
Ascentium Equipment Receivables Trust 2016-1A A2†	1.75%		11/13/2018		61		61,638
Ascentium Equipment Receivables Trust 2016-2A A2†	1.46%		4/10/2019		27		26,950
Ascentium Equipment Receivables Trust 2016-2A A3†	1.65%		5/10/2022		28		27,759
BlueMountain CLO Ltd. 2014-4A A1R†	2.232%	#	11/30/2026		250		249,985
CNH Equipment Trust 2015-B A4	1.89%		4/15/2022		11		11,024
CNH Equipment Trust 2016-B A4	1.97%		11/15/2021		6		5,972
Dell Equipment Finance Trust 2016-1 A3†	1.65%		7/22/2021		100		99,965
Dell Equipment Finance Trust 2016-1 B†	2.03%		7/22/2021		100		99,859
Diamond Resorts Owner Trust 2015-2 A†	2.99%		5/22/2028		51		50,368
Diamond Resorts Owner Trust 2016-1 A†	3.08%		11/20/2028		97		96,133
Engs Commercial Finance Trust 2015-1A A2†	2.31%		10/22/2021		73		73,247
Engs Commercial Finance Trust 2016-1A A2†	2.63%		2/22/2022		100		99,474

10 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)			Fair Value
Other (continued)
Ford Credit Floorplan Master Owner Trust A 2014-4 A1	1.40%		8/15/2019	$	15		$	15,012
Ford Credit Floorplan Master Owner Trust A 2016-1 A1	1.76%		2/15/2021		300			299,361
GoldenTree Loan Opportunities IX Ltd. 2014-9A AR†	2.238%	#	10/29/2026		250			250,023
MMAF Equipment Finance LLC 2016-AA A2†	1.39%		12/17/2018		100			100,050
Nissan Master Owner Trust Receivables 2016-A A2	1.54%		6/15/2021		35			34,798
Oaktree EIF I Ltd. 2015-A1 A†	2.502%	#	10/18/2027		250			250,744
Octagon Investment Partners XIX Ltd. 2014-1A A†	2.40%	#	4/15/2026		250			250,427
OneMain Financial Issuance Trust 2015-2A A†	2.57%		7/18/2025		107			107,138
OZLM VIII Ltd. 2014-8A A1A†	2.32%	#	10/17/2026		250			249,747
SLM Private Education Loan Trust 2012-A A1†	2.104%	#	8/15/2025		4			4,367
SLM Private Education Loan Trust 2013-B A1†	1.354%	#	7/15/2022		19			19,024
Taco Bell Funding LLC 2016-1A A2I†	3.832%		5/25/2046		25			25,088
Tryon Park CLO Ltd. 2013-1A A1†	2.00%	#	7/15/2025		250			249,567
Wells Fargo Dealer Floorplan Master Note Trust 2012-2 A	1.489%	#	4/22/2019		216			216,263
Wells Fargo Dealer Floorplan Master Note Trust 2014-1 A	1.119%	#	7/20/2019		15			15,003
Total								3,624,034
Total Asset-Backed Securities (cost $9,313,625)								9,301,048
					Shares (000)
COMMON STOCK 0.00%
Oil
Templar Energy LLC Class A
Total Common Stock (cost $728)					–	(a)		546

See Notes to Financial Statements. 11

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
CONVERTIBLE BONDS 0.05%
Oil 0.01%
Chesapeake Energy Corp.	2.50%	5/15/2037	$	6	$	6,082
Retail 0.04%
Restoration Hardware Holdings, Inc.†	Zero Coupon	6/15/2019		22		18,879
Total Convertible Bonds (cost $24,531)						24,961
CORPORATE BONDS 45.24%
Aerospace/Defense 0.13%
Harris Corp.	1.999%	4/27/2018		60		60,056
Air Transportation 0.01%
Continental Airlines 2012-1 Class B Pass Through Trust	6.25%	10/11/2021		3		3,351
Auto Parts: Original Equipment 0.58%
International Automotive Components Group SA (Luxembourg)†(b)	9.125%	6/1/2018		40		39,200
Auto Parts: Original Equipment
Nexteer Automotive Group Ltd.†	5.875%	11/15/2021		200		208,500
Titan International, Inc.	6.875%	10/1/2020		25		24,594
Total						272,294
Automotive 2.70%
Ford Motor Credit Co. LLC	6.625%	8/15/2017		350		360,706
Ford Motor Credit Co. LLC	8.125%	1/15/2020		100		115,397
General Motors Co.	3.50%	10/2/2018		31		31,630
General Motors Financial Co., Inc.	2.40%	5/9/2019		126		125,737
General Motors Financial Co., Inc.	3.10%	1/15/2019		80		80,889
General Motors Financial Co., Inc.	3.20%	7/13/2020		85		85,325
General Motors Financial Co., Inc.	3.25%	5/15/2018		5		5,067
General Motors Financial Co., Inc.	4.75%	8/15/2017		12		12,229
Hyundai Capital America†	2.00%	3/19/2018		25		25,003
Hyundai Capital America†	2.40%	10/30/2018		17		17,075
Navistar International Corp.	8.25%	11/1/2021		17		17,255
Volkswagen Group of America Finance LLC†	1.60%	11/20/2017		200		199,415
Volkswagen International Finance NV (Netherlands)†(b)	1.60%	11/20/2017		200		199,521
Total						1,275,249

12 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Banks: Regional 6.84%
Associated Banc-Corp.	2.75%		11/15/2019	$	25	$	25,081
Banco de Credito del Peru (Panama)†(b)	2.25%		10/25/2019		200		197,750
Bank of America Corp.	2.151%		11/9/2020		20		19,758
Bank of America Corp.	5.49%		3/15/2019		300		318,584
Bank of America Corp.	5.625%		7/1/2020		53		58,323
Bank of America Corp.	5.65%		5/1/2018		50		52,405
Bank of America Corp.	7.625%		6/1/2019		165		185,516
Capital One Financial Corp.	5.25%		2/21/2017		5		5,024
Citigroup, Inc.	1.80%		2/5/2018		20		19,994
Citigroup, Inc.	2.05%		12/7/2018		13		13,005
Citigroup, Inc.	2.65%		10/26/2020		89		89,143
Citigroup, Inc.	8.50%		5/22/2019		45		51,366
Commonwealth Bank of Australia (Australia)†(b)	1.375%		9/6/2018		47		46,704
Credit Suisse AG	1.70%		4/27/2018		250		249,497
Discover Bank	2.60%		11/13/2018		250		252,277
Goldman Sachs Group, Inc. (The)	2.30%		12/13/2019		65		64,972
Goldman Sachs Group, Inc. (The)	5.75%		1/24/2022		25		28,137
Goldman Sachs Group, Inc. (The)	5.95%		1/18/2018		8		8,336
Goldman Sachs Group, Inc. (The)	6.00%		6/15/2020		19		21,086
Goldman Sachs Group, Inc. (The)	6.15%		4/1/2018		10		10,522
Goldman Sachs Group, Inc. (The)	7.50%		2/15/2019		55		61,002
HBOS plc (United Kingdom)†(b)	6.75%		5/21/2018		300		317,099
Huntington Bancshares, Inc.	2.60%		8/2/2018		41		41,415
Huntington Bancshares, Inc.	7.00%		12/15/2020		13		14,732
JPMorgan Chase & Co.	2.295%		8/15/2021		38		37,320
Macquarie Bank Ltd. (Australia)†(b)	1.516%	#	10/27/2017		150		150,184
Macquarie Bank Ltd. (Australia)†(b)	1.60%		10/27/2017		50		50,003
Morgan Stanley	2.80%		6/16/2020		11		11,099
Morgan Stanley	7.30%		5/13/2019		100		111,489
National City Corp.	6.875%		5/15/2019		47		51,761
Popular, Inc.	7.00%		7/1/2019		57		59,066
Royal Bank of Scotland NV (The) (Netherlands)(b)	4.65%		6/4/2018		44		44,746
Royal Bank of Scotland plc (The) (United Kingdom)(b)	9.50%	#	3/16/2022		140		142,325
Santander UK Group Holdings plc (United Kingdom)(b)	2.875%		10/16/2020		41		40,713
Santander UK Group Holdings plc (United Kingdom)(b)	3.125%		1/8/2021		7		7,004
Santander UK plc (United Kingdom)(b)	1.65%		9/29/2017		3		3,004

See Notes to Financial Statements. 13

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Banks: Regional (continued)
Santander UK plc (United Kingdom)(b)	2.00%	8/24/2018	$	10	$	9,997
Santander UK plc (United Kingdom)(b)	2.50%	3/14/2019		38		38,234
Santander UK plc (United Kingdom)(b)	3.05%	8/23/2018		15		15,241
SVB Financial Group	5.375%	9/15/2020		5		5,422
Synovus Financial Corp.	7.875%	2/15/2019		65		71,581
UBS Group Funding Jersey Ltd. (Jersey)†(b)	2.95%	9/24/2020		200		200,263
Wells Fargo & Co.	2.55%	12/7/2020		6		6,010
Wells Fargo & Co.	2.60%	7/22/2020		23		23,145
Total						3,230,335
Beverages 0.00%
Beam Suntory, Inc.	1.75%	6/15/2018		2		1,996
Building Materials 0.25%
Fortune Brands Home & Security, Inc.	3.00%	6/15/2020		5		5,036
Martin Marietta Materials, Inc.	2.098%#	6/30/2017		78		78,140
Martin Marietta Materials, Inc.	6.60%	4/15/2018		14		14,787
Owens Corning	9.00%	6/15/2019		3		3,423
Standard Industries, Inc.†	5.125%	2/15/2021		5		5,237
Vulcan Materials Co.	7.50%	6/15/2021		10		11,825
Total						118,448
Business Services 0.63%
APX Group, Inc.	6.375%	12/1/2019		23		23,776
Chicago Parking Meters LLC†	5.489%	12/30/2020		20		21,150
ERAC USA Finance LLC†	6.375%	10/15/2017		7		7,254
NES Rentals Holdings, Inc.†	7.875%	5/1/2018		21		21,000
Verisk Analytics, Inc.	4.875%	1/15/2019		17		17,830
Western Union Co. (The)	2.875%	12/10/2017		100		101,043
Western Union Co. (The)	3.35%	5/22/2019		75		76,546
Western Union Co. (The)	3.65%	8/22/2018		27		27,672
Total						296,271
Chemicals 1.37%
Albemarle Corp.	3.00%	12/1/2019		5		5,117
Blue Cube Spinco, Inc.	9.75%	10/15/2023		112		133,840
Celanese US Holdings LLC	5.875%	6/15/2021		55		61,138
Cytec Industries, Inc.	8.95%	7/1/2017		50		51,440
Equate Petrochemical BV (Netherlands)†(b)	3.00%	3/3/2022		200		191,206
Rain CII Carbon LLC/CII Carbon Corp.†	8.00%	12/1/2018		32		32,000

14 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Chemicals (continued)
RPM International, Inc.	6.50%		2/15/2018	$	25	$	26,208
Westlake Chemical Corp.†	4.625%		2/15/2021		46		47,725
Westlake Chemical Corp.†	4.875%		5/15/2023		51		53,040
Yara International ASA (Norway)†(b)	7.875%		6/11/2019		40		44,748
Total							646,462
Computer Hardware 0.84%
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	3.48%		6/1/2019		127		129,717
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	4.42%		6/15/2021		123		127,399
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	5.875%		6/15/2021		25		26,607
Hewlett Packard Enterprise Co.	2.45%		10/5/2017		19		19,109
Hewlett Packard Enterprise Co.	2.738%	#	10/5/2017		25		25,240
Hewlett Packard Enterprise Co.	2.85%		10/5/2018		55		55,556
Leidos Holdings, Inc.	4.45%		12/1/2020		11		11,386
NetApp, Inc.	2.00%		12/15/2017		2		2,006
Total							397,020
Computer Software 0.57%
Activision Blizzard, Inc.†	6.125%		9/15/2023		127		139,009
Change Healthcare Holdings, Inc.	11.00%		12/31/2019		39		40,277
Dun & Bradstreet Corp. (The)	3.25%		12/1/2017		63		63,626
Fidelity National Information Services, Inc.	5.00%		3/15/2022		2		2,055
First Data Corp.†	6.75%		11/1/2020		22		22,871
Total							267,838
Construction/Homebuilding 0.18%
Brookfield Residential Properties, Inc. (Canada)†(b)	6.50%		12/15/2020		42		43,155
William Lyon Homes, Inc.	8.50%		11/15/2020		41		43,050
Total							86,205
Containers 0.32%
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC/Reynolds Group Issuer (Luxembourg) SA	5.75%		10/15/2020		148		152,810
Drugs 1.70%
Actavis Funding SCS (Luxembourg)(b)	2.35%		3/12/2018		10		10,061
Capsugel SA PIK (Luxembourg)†(b)	7.00%		5/15/2019		61		61,572
Forest Laboratories LLC†	4.375%		2/1/2019		186		193,375
Forest Laboratories LLC†	5.00%		12/15/2021		20		21,646

See Notes to Financial Statements. 15

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Drugs (continued)
Mylan NV†	3.00%	12/15/2018	$	66	$	66,509
Mylan NV†	3.15%	6/15/2021		16		15,718
Mylan NV†	3.75%	12/15/2020		25		25,267
Mylan, Inc.	2.55%	3/28/2019		122		121,804
Mylan, Inc.	2.60%	6/24/2018		88		88,541
Nature’s Bounty Co. (The)†	7.625%	5/15/2021		29		30,088
Shire Acquisitions Investments Ireland DAC (Ireland)(b)	1.90%	9/23/2019		53		52,362
Zoetis, Inc.	1.875%	2/1/2018		117		117,031
Total						803,974
Electric: Power 1.84%
American Electric Power Co., Inc.	1.65%	12/15/2017		10		10,006
Dominion Resources, Inc.	2.962%	7/1/2019		37		37,481
Dominion Resources, Inc.	4.104%	4/1/2021		77		80,286
Duquesne Light Holdings, Inc.†	5.90%	12/1/2021		15		16,800
Duquesne Light Holdings, Inc.†	6.40%	9/15/2020		10		11,167
Exelon Generation Co. LLC	2.95%	1/15/2020		35		35,441
Exelon Generation Co. LLC	5.20%	10/1/2019		1		1,072
Exelon Generation Co. LLC	6.20%	10/1/2017		50		51,689
ITC Holdings Corp.†	6.05%	1/31/2018		75		78,238
Jersey Central Power & Light Co.	7.35%	2/1/2019		45		49,313
Metropolitan Edison Co.	7.70%	1/15/2019		11		12,110
Origin Energy Finance Ltd. (Australia)†(b)	3.50%	10/9/2018		200		202,440
Pennsylvania Electric Co.	5.20%	4/1/2020		11		11,789
Pennsylvania Electric Co.	6.05%	9/1/2017		4		4,111
PPL Capital Funding, Inc.	1.90%	6/1/2018		76		76,008
PPL WEM Ltd./Western Power Distribution Ltd. (United Kingdom)†(b)	5.375%	5/1/2021		5		5,400
Progress Energy, Inc.	7.05%	3/15/2019		4		4,424
PSEG Power LLC	5.125%	4/15/2020		3		3,216
Public Service Co. of New Mexico	7.95%	5/15/2018		19		20,518
Puget Energy, Inc.	6.00%	9/1/2021		35		39,238
TECO Finance, Inc.	5.15%	3/15/2020		7		7,439
TECO Finance, Inc.	6.572%	11/1/2017		7		7,268
West Penn Power Co.†	5.95%	12/15/2017		100		103,873
Total						869,327

16 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Electrical Equipment 0.64%
KLA-Tencor Corp.	2.375%	11/1/2017	$	20	$	20,124
KLA-Tencor Corp.	3.375%	11/1/2019		71		72,734
NXP BV/NXP Funding LLC (Netherlands)†(b)	5.75%	3/15/2023		200		211,500
Total						304,358
Electronics 0.24%
Ingram Micro, Inc.	5.25%	9/1/2017		89		90,323
Jabil Circuit, Inc.	8.25%	3/15/2018		22		23,646
Total						113,969
Entertainment 0.31%
CCM Merger, Inc.†	9.125%	5/1/2019		20		20,817
Churchill Downs, Inc.	5.375%	12/15/2021		46		47,955
Eldorado Resorts, Inc.	7.00%	8/1/2023		11		11,715
Greektown Holdings LLC/Greektown Mothership Corp.†	8.875%	3/15/2019		9		9,506
Isle of Capri Casinos, Inc.	8.875%	6/15/2020		20		21,000
Rivers Pittsburgh Borrower LP/Rivers Pittsburgh Finance Corp.†	6.125%	8/15/2021		5		5,125
Shingle Springs Tribal Gaming Authority†	9.75%	9/1/2021		29		31,683
Total						147,801
Financial Services 3.84%
Air Lease Corp.	5.625%	4/1/2017		322		325,622
Bear Stearns Cos. LLC (The)	7.25%	2/1/2018		159		168,286
CIT Group, Inc.	4.25%	8/15/2017		28		28,420
CIT Group, Inc.†	5.50%	2/15/2019		126		133,245
Discover Financial Services	6.45%	6/12/2017		68		69,409
E*TRADE Financial Corp.	4.625%	9/15/2023		11		11,231
E*TRADE Financial Corp.	5.375%	11/15/2022		52		55,039
International Lease Finance Corp.	5.875%	4/1/2019		40		42,579
International Lease Finance Corp.	6.25%	5/15/2019		98		105,595
International Lease Finance Corp.†	7.125%	9/1/2018		61		65,880
International Lease Finance Corp.	8.25%	12/15/2020		30		35,025
International Lease Finance Corp.	8.875%	9/1/2017		7		7,324
Jefferies Group LLC	8.50%	7/15/2019		146		165,683
Lazard Group LLC	4.25%	11/14/2020		75		78,577
Macquarie Group Ltd. (Australia)†(b)	6.00%	1/14/2020		75		81,312
Nationstar Mortgage LLC/Nationstar Capital Corp.	7.875%	10/1/2020		58		60,320
Nationstar Mortgage LLC/Nationstar Capital Corp.	9.625%	5/1/2019		27		28,350

See Notes to Financial Statements. 17

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Financial Services (continued)
Navient Corp.	4.875%		6/17/2019	$	119	$	123,462
Navient Corp.	5.50%		1/15/2019		42		43,680
Navient Corp.	8.00%		3/25/2020		12		13,343
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.†	5.875%		3/15/2022		54		55,890
NFP Corp.†	9.00%		7/15/2021		40		42,350
SteelRiver Transmission Co. LLC†	4.71%		6/30/2017		67		67,597
Synchrony Financial	2.287%	#	11/9/2017		6		6,040
Total							1,814,259
Food 0.66%
Bumble Bee Holdco SCA PIK (Luxembourg)†(b)	9.625%		3/15/2018		20		19,525
Bumble Bee Holdings, Inc.†	9.00%		12/15/2017		25		24,750
Dole Food Co., Inc.†	7.25%		5/1/2019		12		12,270
Grupo Bimbo SAB de CV (Mexico)†(b)	4.875%		6/30/2020		100		106,404
JBS USA LUX SA/JBS USA Finance, Inc. †	7.25%		6/1/2021		138		143,521
JBS USA LUX SA/JBS USA Finance, Inc.†	8.25%		2/1/2020		6		6,180
Total							312,650
Government 0.01%
Seminole Tribe of Florida, Inc.†	7.804%		10/1/2020		3		3,000
Health Care Products 0.31%
Life Technologies Corp.	6.00%		3/1/2020		50		54,509
Zimmer Biomet Holdings, Inc.	2.00%		4/1/2018		16		16,024
Zimmer Biomet Holdings, Inc.	2.70%		4/1/2020		75		75,062
Total							145,595
Health Care Services 0.03%
Anthem, Inc.	2.25%		8/15/2019		5		4,993
Universal Health Services, Inc.†	3.75%		8/1/2019		11		11,096
Total							16,089
Household Equipment/Products 0.06%
Century Intermediate Holding Co. 2 PIK†	9.75%		2/15/2019		25		24,844
Newell Brands, Inc.	6.25%		4/15/2018		2		2,105
Total							26,949
Insurance 0.49%
CNA Financial Corp.	5.875%		8/15/2020		11		12,162
HUB International Ltd.†	9.25%		2/15/2021		45		46,631
Kemper Corp.	6.00%		5/15/2017		25		25,372

18 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Insurance (continued)
Lincoln National Corp.	7.00%	3/15/2018	$	5	$	5,283
Lincoln National Corp.	8.75%	7/1/2019		10		11,512
Protective Life Corp.	7.375%	10/15/2019		15		17,000
TIAA Asset Management Finance Co. LLC†	2.95%	11/1/2019		76		77,364
Willis North America, Inc.	6.20%	3/28/2017		34		34,381
Total						229,705
Leasing 0.48%
Aviation Capital Group Corp.†	2.875%	9/17/2018		20		20,275
Aviation Capital Group Corp.†	4.625%	1/31/2018		7		7,210
Penske Truck Leasing Co. LP/PTL Finance Corp.†	2.50%	6/15/2019		7		7,021
Penske Truck Leasing Co. LP/PTL Finance Corp.†	2.875%	7/17/2018		17		17,226
Penske Truck Leasing Co. LP/PTL Finance Corp.†	3.20%	7/15/2020		63		63,750
Penske Truck Leasing Co. LP/PTL Finance Corp.†	3.375%	3/15/2018		8		8,143
Penske Truck Leasing Co. LP/PTL Finance Corp.†	3.75%	5/11/2017		100		100,786
Total						224,411
Lodging 0.47%
Caesar’s Entertainment Resort Properties LLC/Caesar’s Entertainment Resort Properties Finance, Inc.	11.00%	10/1/2021		65		71,337
Caesar’s Growth Properties Holdings LLC/Caesar’s Growth Properties Finance, Inc.	9.375%	5/1/2022		12		12,997
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp.	5.625%	10/15/2021		24		24,794
Hyatt Hotels Corp.†	6.875%	8/15/2019		50		55,708
Marriott International, Inc.	6.75%	5/15/2018		5		5,332
Station Casinos LLC	7.50%	3/1/2021		48		50,400
Total						220,568
Machinery: Agricultural 0.22%
Viterra, Inc. (Canada)†(b)	5.95%	8/1/2020		94		102,130
Machinery: Industrial/Specialty 0.08%
Cleaver-Brooks, Inc.†	8.75%	12/15/2019		21		21,971
Milacron LLC/Mcron Finance Corp.†	7.75%	2/15/2021		17		17,553
Total						39,524
Manufacturing 0.23%
Crane Co.	2.75%	12/15/2018		10		10,130
Pentair Finance SA (Luxembourg)(b)	1.875%	9/15/2017		52		52,087
Pentair Finance SA (Luxembourg)(b)	2.90%	9/15/2018		34		34,407

See Notes to Financial Statements. 19

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Manufacturing (continued)
Smith & Wesson Holding Corp.†	5.00%	7/15/2018	$	5	$	4,975
Textron, Inc.	5.60%	12/1/2017		7		7,249
Total						108,848
Media 1.61%
Block Communications, Inc.†	7.25%	2/1/2020		22		22,385
Cox Communications, Inc.†	6.25%	6/1/2018		5		5,277
Cox Communications, Inc.†	9.375%	1/15/2019		70		79,118
Discovery Communications LLC	5.625%	8/15/2019		23		24,863
DISH DBS Corp.	5.875%	7/15/2022		55		58,025
Mediacom LLC/Mediacom Capital Corp.	7.25%	2/15/2022		25		25,844
NBCUniversal Enterprise, Inc.†(c)	5.25%	–		100		105,250
Scripps Networks Interactive, Inc.	2.75%	11/15/2019		15		15,223
Sirius XM Radio, Inc.†	5.25%	8/15/2022		100		104,375
Sky plc (United Kingdom)†(b)	9.50%	11/15/2018		50		56,672
Thomson Reuters Corp.	1.65%	9/29/2017		5		5,006
Time Warner Cable LLC	8.25%	4/1/2019		58		65,208
Time Warner Cable LLC	8.75%	2/14/2019		6		6,765
Time Warner, Inc.	4.875%	3/15/2020		10		10,683
Viacom, Inc.	2.20%	4/1/2019		30		29,768
Viacom, Inc.	2.75%	12/15/2019		55		54,967
Viacom, Inc.	6.125%	10/5/2017		39		40,123
WaveDivision Escrow LLC/WaveDivision Escrow Corp.†	8.125%	9/1/2020		50		52,062
Total						761,614
Metals & Minerals: Miscellaneous 1.18%
Alamos Gold, Inc. (Canada)†(b)	7.75%	4/1/2020		10		10,450
Barrick Gold Corp. (Canada)(b)	6.95%	4/1/2019		2		2,189
Barrick North America Finance LLC	4.40%	5/30/2021		8		8,415
Barrick PD Australia Finance Pty Ltd. (Australia)(b)	4.95%	1/15/2020		2		2,110
Coeur Mining, Inc.	7.875%	2/1/2021		5		5,213
Corp. Nacional del Cobre de Chile (Chile)†(b)	3.875%	11/3/2021		200		204,443
Eldorado Gold Corp. (Canada)†(b)	6.125%	12/15/2020		31		31,620
Glencore Finance Canada Ltd. (Canada)†(b)	2.70%	10/25/2017		60		60,471
Glencore Finance Canada Ltd. (Canada)†(b)	3.60%	1/15/2017		29		29,013
Glencore Finance Canada Ltd. (Canada)†(b)	4.95%	11/15/2021		15		16,067
Goldcorp, Inc. (Canada)(b)	2.125%	3/15/2018		18		17,997
Goldcorp, Inc. (Canada)(b)	3.625%	6/9/2021		40		40,676
Hecla Mining Co.	6.875%	5/1/2021		17		17,468

20 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Metals & Minerals: Miscellaneous (continued)
New Gold, Inc. (Canada)†(b)	7.00%		4/15/2020	$	59	$	60,770
Teck Resources Ltd. (Canada)(b)	4.50%		1/15/2021		40		40,400
Teck Resources Ltd. (Canada)†(b)	8.00%		6/1/2021		9		9,923
Total							557,225
Natural Gas 0.49%
CenterPoint Energy Resources Corp.	4.50%		1/15/2021		10		10,501
CenterPoint Energy Resources Corp.	6.00%		5/15/2018		5		5,245
CenterPoint Energy Resources Corp.	6.125%		11/1/2017		105		108,523
CenterPoint Energy, Inc.	5.95%		2/1/2017		50		50,171
Sempra Energy	6.15%		6/15/2018		30		31,794
Sempra Energy	9.80%		2/15/2019		18		20,859
Spire, Inc.	1.656%	#	8/15/2017		5		5,002
Total							232,095
Oil 5.08%
Anadarko Holding Co.	7.05%		5/15/2018		4		4,161
Anadarko Petroleum Corp.	6.95%		6/15/2019		63		69,935
Anadarko Petroleum Corp.	8.70%		3/15/2019		142		161,460
Bill Barrett Corp.	7.00%		10/15/2022		12		11,520
Canadian Natural Resources Ltd. (Canada)(b)	1.75%		1/15/2018		50		49,892
Canadian Natural Resources Ltd. (Canada)(b)	5.70%		5/15/2017		140		142,097
Canadian Natural Resources Ltd. (Canada)(b)	5.90%		2/1/2018		2		2,082
Canadian Oil Sands Ltd. (Canada)†(b)	9.40%		9/1/2021		5		6,144
Carrizo Oil & Gas, Inc.	6.25%		4/15/2023		10		10,300
Carrizo Oil & Gas, Inc.	7.50%		9/15/2020		93		96,488
Cenovus Energy, Inc. (Canada)(b)	5.70%		10/15/2019		35		37,465
Cimarex Energy Co.	5.875%		5/1/2022		49		50,939
Clayton Williams Energy, Inc.	7.75%		4/1/2019		10		10,100
CNOOC Finance 2013 Ltd. (Hong Kong)(b)	1.75%		5/9/2018		200		199,080
Concho Resources, Inc.	6.50%		1/15/2022		53		54,842
Contura Energy, Inc.†	10.00%		8/1/2021		9		9,653
CrownRock LP/CrownRock Finance, Inc.†	7.125%		4/15/2021		23		24,035
Denbury Resources, Inc.	5.50%		5/1/2022		29		25,448
Devon Energy Corp.	4.00%		7/15/2021		2		2,069
Eclipse Resources Corp.	8.875%		7/15/2023		24		25,170
Encana Corp. (Canada)(b)	3.90%		11/15/2021		27		27,261
Encana Corp. (Canada)(b)	6.50%		5/15/2019		112		120,818
Endeavor Energy Resources LP/EER Finance, Inc.†	7.00%		8/15/2021		70		73,150

See Notes to Financial Statements. 21

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Oil (continued)
Eni SpA (Italy)†(b)	4.15%	10/1/2020	$	100	$	104,264
EOG Resources, Inc.	5.625%	6/1/2019		6		6,487
MEG Energy Corp. (Canada)†(b)	6.50%	3/15/2021		14		13,020
Newfield Exploration Co.	5.75%	1/30/2022		51		53,996
Noble Energy, Inc.	5.625%	5/1/2021		69		72,055
Northern Tier Energy LLC/Northern Tier Finance Corp.	7.125%	11/15/2020		3		3,131
PDC Energy, Inc.	7.75%	10/15/2022		10		10,700
Permian Resources LLC†	13.00%	11/30/2020		15		17,700
Petroleos Mexicanos (Mexico)(b)	3.125%	1/23/2019		20		19,880
Petroleos Mexicanos (Mexico)†(b)	5.375%	3/13/2022		12		12,303
Petroleos Mexicanos (Mexico)†(b)	5.50%	2/4/2019		80		83,071
Petroleos Mexicanos (Mexico)(b)	5.75%	3/1/2018		110		114,042
Petroleos Mexicanos (Mexico)(b)	8.00%	5/3/2019		30		33,000
Pioneer Natural Resources Co.	6.65%	3/15/2017		22		22,226
Pioneer Natural Resources Co.	6.875%	5/1/2018		146		155,048
Pioneer Natural Resources Co.	7.50%	1/15/2020		4		4,550
Precision Drilling Corp. (Canada)(b)	6.625%	11/15/2020		22		22,565
Range Resources Corp.†	5.75%	6/1/2021		29		30,523
Range Resources Corp.†	5.875%	7/1/2022		75		78,375
Sanchez Energy Corp.	6.125%	1/15/2023		23		21,965
Seven Generations Energy Ltd. (Canada)†(b)	6.875%	6/30/2023		26		27,690
Seven Generations Energy Ltd. (Canada)†(b)	8.25%	5/15/2020		42		44,730
SM Energy Co.	6.125%	11/15/2022		6		6,105
SM Energy Co.	6.50%	11/15/2021		68		69,700
SM Energy Co.	6.50%	1/1/2023		2		2,043
Suncor Energy, Inc. (Canada)(b)	6.10%	6/1/2018		15		15,886
Sunoco, Inc.	5.75%	1/15/2017		26		26,029
Valero Energy Corp.	9.375%	3/15/2019		76		87,566
Western Refining, Inc.	6.25%	4/1/2021		23		23,920
Total						2,396,679
Oil: Crude Producers 4.52%
Buckeye Partners LP	2.65%	11/15/2018		59		59,414
Buckeye Partners LP	6.05%	1/15/2018		31		32,224
Columbia Pipeline Group, Inc.	2.45%	6/1/2018		110		110,576
Columbia Pipeline Group, Inc.	3.30%	6/1/2020		46		46,897
DCP Midstream LLC†	9.75%	3/15/2019		71		79,875
Enbridge Energy Partners LP	4.375%	10/15/2020		84		87,768

22 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Oil: Crude Producers (continued)
Enbridge Energy Partners LP	6.50%	4/15/2018	$	20	$	21,052
Enbridge Energy Partners LP	9.875%	3/1/2019		32		36,387
Energy Transfer Partners LP	2.50%	6/15/2018		6		6,024
Energy Transfer Partners LP	4.65%	6/1/2021		40		41,572
Energy Transfer Partners LP	9.00%	4/15/2019		84		95,629
Energy Transfer Partners LP	9.70%	3/15/2019		42		48,231
EnLink Midstream Partners LP/EnLink Midstream Finance Corp.	7.125%	6/1/2022		13		13,629
Enterprise Products Operating LLC	6.30%	9/15/2017		30		30,946
Florida Gas Transmission Co. LLC†	5.45%	7/15/2020		58		62,452
Florida Gas Transmission Co. LLC†	7.90%	5/15/2019		29		32,470
Gulf South Pipeline Co. LP†	6.30%	8/15/2017		132		135,560
Hiland Partners Holdings LLC/Hiland Partners Finance Corp.†	5.50%	5/15/2022		28		29,265
Holly Energy Partners LP/Holly Energy Finance Corp.	6.50%	3/1/2020		40		41,300
Kinder Morgan Energy Partners LP	5.95%	2/15/2018		11		11,477
Kinder Morgan Energy Partners LP	6.50%	4/1/2020		75		83,077
Kinder Morgan Energy Partners LP	6.85%	2/15/2020		30		33,467
Kinder Morgan, Inc.	7.25%	6/1/2018		23		24,519
Midcontinent Express Pipeline LLC†	6.70%	9/15/2019		33		34,815
MPLX LP	5.50%	2/15/2023		155		161,280
ONEOK Partners LP	2.00%	10/1/2017		31		31,091
Panhandle Eastern Pipeline Co. LP	6.20%	11/1/2017		6		6,176
Panhandle Eastern Pipeline Co. LP	7.00%	6/15/2018		115		121,359
Regency Energy Partners LP/Regency Energy Finance Corp.	5.50%	4/15/2023		45		46,688
Regency Energy Partners LP/Regency Energy Finance Corp.	6.50%	7/15/2021		129		133,246
Rockies Express Pipeline LLC†	6.00%	1/15/2019		37		39,035
Rockies Express Pipeline LLC†	6.85%	7/15/2018		7		7,429
Spectra Energy Capital LLC	6.20%	4/15/2018		2		2,091
Tesoro Logistics LP/Tesoro Logistics Finance Corp.	5.875%	10/1/2020		30		30,975
Tesoro Logistics LP/Tesoro Logistics Finance Corp.	6.125%	10/15/2021		125		131,562
Texas Eastern Transmission LP†	4.125%	12/1/2020		5		5,258
Texas Eastern Transmission LP†	6.00%	9/15/2017		14		14,416
TransCanada PipeLines Ltd. (Canada)(b)	1.875%	1/12/2018		4		4,007
TransCanada PipeLines Ltd. (Canada)(b)	6.50%	8/15/2018		1		1,070
TransCanada PipeLines Ltd. (Canada)(b)	7.125%	1/15/2019		25		27,447

See Notes to Financial Statements. 23

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Oil: Crude Producers (continued)
Williams Partners LP/ACMP Finance Corp.	4.875%	5/15/2023	$	11	$	11,215
Williams Partners LP/ACMP Finance Corp.	6.125%	7/15/2022		158		162,969
Total						2,135,940
Oil: Integrated Domestic 0.86%
Cameron International Corp.	1.40%	6/15/2017		4		3,999
FMC Technologies, Inc.	2.00%	10/1/2017		92		92,083
Halliburton Co.	6.15%	9/15/2019		3		3,309
National Oilwell Varco, Inc.	1.35%	12/1/2017		125		124,541
SESI LLC	6.375%	5/1/2019		46		46,230
Trinidad Drilling Ltd. (Canada)†(b)	7.875%	1/15/2019		11		11,027
Weatherford International Ltd.	7.75%	6/15/2021		18		18,247
Weatherford International Ltd.	9.625%	3/1/2019		100		107,250
Total						406,686
Paper & Forest Products 0.00%
International Paper Co.	9.375%	5/15/2019		2		2,324
Real Estate Investment Trusts 2.80%
American Tower Corp.	7.25%	5/15/2019		32		35,175
Brandywine Operating Partnership LP	4.95%	4/15/2018		6		6,204
Brandywine Operating Partnership LP	5.70%	5/1/2017		55		55,698
DDR Corp.	4.75%	4/15/2018		25		25,720
DDR Corp.	7.50%	4/1/2017		31		31,429
DDR Corp.	7.50%	7/15/2018		5		5,388
DDR Corp.	7.875%	9/1/2020		12		13,986
Digital Realty Trust LP	3.40%	10/1/2020		20		20,362
Digital Realty Trust LP	5.875%	2/1/2020		47		51,260
DuPont Fabros Technology LP	5.875%	9/15/2021		25		26,172
EPR Properties	7.75%	7/15/2020		91		103,293
First Industrial LP	7.50%	12/1/2017		50		52,395
HCP, Inc.	2.625%	2/1/2020		12		12,024
HCP, Inc.	3.75%	2/1/2019		21		21,599
HCP, Inc.	5.375%	2/1/2021		6		6,560
HCP, Inc.	5.625%	5/1/2017		75		76,003
Healthcare Realty Trust, Inc.	5.75%	1/15/2021		2		2,200
Hospitality Properties Trust	6.70%	1/15/2018		5		5,127
Kilroy Realty LP	4.80%	7/15/2018		25		25,889
Kilroy Realty LP	6.625%	6/1/2020		50		55,954
Mack-Cali Realty LP	2.50%	12/15/2017		200		200,661

24 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Real Estate Investment Trusts (continued)
MPT Operating Partnership LP/MPT Finance Corp.	6.375%		2/15/2022	$	8	$	8,300
National Retail Properties, Inc.	6.875%		10/15/2017		10		10,392
Select Income REIT	2.85%		2/1/2018		25		25,113
SL Green Realty Corp.	5.00%		8/15/2018		8		8,335
SL Green Realty Corp.	7.75%		3/15/2020		75		84,731
Starwood Property Trust, Inc.†	5.00%		12/15/2021		9		9,143
VEREIT Operating Partnership LP	3.00%		2/6/2019		118		118,000
VEREIT Operating Partnership LP	4.125%		6/1/2021		35		35,700
Vornado Realty LP	2.50%		6/30/2019		35		35,144
Welltower, Inc.	2.25%		3/15/2018		75		75,343
Welltower, Inc.	4.125%		4/1/2019		7		7,271
Weyerhaeuser Co.	4.70%		3/15/2021		25		26,556
Weyerhaeuser Co.	6.95%		8/1/2017		41		42,163
Weyerhaeuser Co.	7.375%		10/1/2019		2		2,247
Total							1,321,537
Retail 0.08%
Best Buy Co., Inc.	5.00%		8/1/2018		5		5,236
Macy’s Retail Holdings, Inc.	7.45%		7/15/2017		5		5,159
Neiman Marcus Group Ltd. LLC†	8.00%		10/15/2021		17		12,707
Rite Aid Corp.	6.75%		6/15/2021		16		16,818
Total							39,920
Steel 0.14%
BlueScope Steel Finance Ltd/BlueScope Steel Finance USA LLC (Australia)†(b)	6.50%		5/15/2021		24		25,490
Nucor Corp.	5.75%		12/1/2017		5		5,180
Nucor Corp.	5.85%		6/1/2018		2		2,108
U.S. Steel Corp.†	8.375%		7/1/2021		30		33,241
Total							66,019
Technology 0.73%
Baidu, Inc. (China)(b)	3.25%		8/6/2018		200		203,538
eBay, Inc.	1.366%	#	8/1/2019		75		74,657
Expedia, Inc.	7.456%		8/15/2018		58		62,754
Symantec Corp.	2.75%		6/15/2017		2		2,007
Total							342,956
Telecommunications 1.52%
AT&T, Inc.	5.50%		2/1/2018		200		207,853
FairPoint Communications, Inc.†	8.75%		8/15/2019		32		33,440

See Notes to Financial Statements. 25

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Telecommunications (continued)
Frontier Communications Corp.	8.875%	9/15/2020	$	79	$	84,431
GTE Corp.	6.84%	4/15/2018		40		42,353
Nortel Networks Ltd. (Canada)(b)(d)	10.75%	7/15/2016		62		62,465
Sprint Communications, Inc.†	9.00%	11/15/2018		10		11,050
T-Mobile USA, Inc.	6.464%	4/28/2019		54		55,013
T-Mobile USA, Inc.	6.542%	4/28/2020		60		61,875
T-Mobile USA, Inc.	6.625%	11/15/2020		19		19,451
Telefonica Emisiones SAU (Spain)(b)	6.221%	7/3/2017		87		88,963
Windstream Services LLC	7.75%	10/1/2021		48		49,584
Total						716,478
Textiles Products 0.04%
Springs Industries, Inc.	6.25%	6/1/2021		17		17,680
Toys 0.00%
Mattel, Inc.	1.70%	3/15/2018		2		1,996
Transportation: Miscellaneous 0.16%
Florida East Coast Holdings Corp.†	6.75%	5/1/2019		64		66,400
Norfolk Southern Railway Co.	9.75%	6/15/2020		3		3,711
XPO Logistics, Inc.†	6.50%	6/15/2022		3		3,161
Total						73,272
Total Corporate Bonds (cost $21,270,744)						21,363,913
FLOATING RATE LOANS(e) 5.23%
Auto Parts: Original Equipment 0.06%
Allison Transmission, Inc. Term Loan B3	3.256%	9/23/2022		8		8,609
MPG Holdco I, Inc. 2015 Tranche B1 Term Loan	3.75%	10/20/2021		19		18,928
Total						27,537
Beverages 0.05%
Molson Coors Brewing Co. Term Loan A	2.20%	12/14/2018		26		25,935
Business Services 0.03%
Neff Rental LLC 2nd Lien Closing Date Term Loan	7.543%	6/9/2021		13		13,187
Chemicals 0.17%
Celanese U.S. Holdings LLC Term Loan A	2.236%	7/15/2021		29		29,087
INEOS US Finance LLC Cash Dollar Term Loan	3.75%	5/4/2018		51		50,950
Total						80,037

26 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments		Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Computer Software 0.06%
Activision Blizzard, Inc. Term Loan		2.02%	8/23/2021	$	28	$	28,049
Containers 0.52%
Ball Corp. USD Term Loan A		2.52%	3/18/2021		74		74,039
Ball UK Aquisition Ltd. EUR Term Loan A(f)		1.75%	3/18/2021	EUR	21		21,901
Owens llinois, Inc. Term Loan A	2.416% - 2.880%		4/22/2020	$	30		30,186
WestRock Co. Closing Date Term Loan		1.895%	7/1/2020		122		121,614
Total							247,740
Electric: Power 0.21%
FirstEnergy Corp. Term Loan		2.43%	12/6/2021		100		99,250
Electrical Equipment 0.27%
Avago Technologies Cayman Ltd. Term Loan A		2.454%	2/1/2021		41		40,832
Avago Technologies Cayman Ltd. Term Loan B3		3.704%	2/1/2023		61		62,214
Sensata Technologies B.V. 6th Amendment
Term Loan (Netherlands)(b)		3.021%	10/14/2021		25		24,954
Total							128,000
Electronics 0.21%
Thermo Fisher Scientific Inc. Term Loan A	1.961% - 4.500%		7/1/2019		97		97,469
Entertainment 0.04%
Kasima LLC Term Loan	3.316% - 3.500%		5/17/2021		18		18,593
Food 0.14%
Amplify Snack Brands, Inc. Term Loan		6.50%	8/24/2023		26		25,298
Dole Food Co., Inc. Tranche B Term Loan	4.50% - 6.25%		11/1/2018		35		35,080
Supervalu, Inc. Term Loan		5.50%	3/21/2019		5		5,454
Total							65,832
Gaming 0.37%
Seminole Tribe of Florida Initial Term Loan		3.248%	4/29/2020		174		174,716
Health Care Products 0.24%
Medtronic, Inc. Term Loan		1.636%	1/26/2018		75		74,672
Zimmer biomet Holdings, Inc. Term Loan A		2.02%	9/30/2019		25		24,500
Zimmer Holdings, Inc. Term Loan	2.039% - 2.145%		5/29/2019		14		13,549
Total							112,721
Health Care Services 0.15%
Fresenius Medical Care AG & Co. KGaA
Tranche A Term Loan		2.137%	10/30/2019		54		53,853

See Notes to Financial Statements. 27

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Health Care Services (continued)
Laboratory Corp. of America Holdings Term Loan	2.02%	12/19/2019	$	15	$	15,033
Total						68,886
Household Equipment/Products 0.37%
Dell IInternational LLC Term Loan A1	2.77%	12/31/2018		50		50,020
Dell International LLC Term Loan A2	3.02%	9/7/2021		127		127,111
Total						177,131
Lodging 0.42%
Las Vegas Sands LLC Refinancing Term Loan	3.02%	12/19/2020		199		200,211
Machinery: Industrial/Specialty 0.10%
Flowserve Corp. 2012 Term Loan	2.248%	10/14/2020		47		46,670
Manufacturing 0.27%
Tyco International Holding sarl Term Loan (Luxembourg)(b)	2.30%	3/2/2020		130		129,594
Media 0.25%
AMC Networks, Inc. Term Loan A	2.149%	12/16/2019		75		74,588
Charter Communications Operating LLC Term Loan E	3.02%	7/1/2020		45		45,569
Total						120,157
Miscellaneous 0.13%
Harris Corp. 3 Year Tranche Term Loan	2.11%	3/16/2018		40		40,307
Harris Corp. 5 Year Tranche Term Loan	2.11%	3/16/2020		19		18,758
Total						59,065
Oil 0.05%
Noble Energy, Inc. Initial Term Loan	2.006%	1/6/2019		24		23,527
Oil: Crude Producers 0.04%
Buckeye Partners LP Delayed Draw Term Loan	2.12%	9/30/2019		17		16,936
Real Estate 0.33%
American Tower Corp. Term Loan	2.02%	1/31/2022		157		155,620
Retail 0.40%
Belk, Inc. 1st Lien Closing Date Term Loan	5.76%	12/12/2022		10		8,658
BJ’s Wholesale Club, Inc. 2013 1st Lien Replacement Loan	4.50%	9/26/2019		42		42,255
J. Crew Group, Inc. Initial Term Loan	4.00%	3/5/2021		67		38,302
PVH Corp. Tranche A Term Loan	2.207%	5/19/2021		83		82,886

28 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Retail (continued)
Rite Aid Corp. 2nd Lien Tranche 2 Term Loan	4.875%		6/21/2021	$	18	$	18,121
Total							190,222
Technology 0.04%
Zayo Group LLC 2021 Term Loan	3.75%		5/6/2021		18		18,223
Telecommunications 0.31%
AT&T, Inc. Tranche A Advance Term Loan	1.934%		3/2/2018		16		15,637
Verizon Communications Inc. 5 year Term Loan	2.005%		7/31/2019		130		130,027
Total							145,664
Total Floating Rate Loans (cost $2,475,656)							2,470,972
Foreign Government Obligations(b) 0.24%
Dominican Republic 0.01%
Dominican Republic†	9.04%		1/23/2018		3		3,399
Qatar 0.23%
State of Qatar†	5.25%		1/20/2020		100		108,044
Total Foreign Government Obligations (cost $112,018)							111,443
GOVERNMENT SPONSORED ENTERPRISES COLLATERALIZED MORTGAGE OBLIGATIONS 1.40%
Federal Home Loan Mortgage Corp. 2011-K704 B†	4.69%	#	10/25/2030		20		20,715
Federal Home Loan Mortgage Corp. 2012-K707 B†	3.883%	#	1/25/2047		143		147,005
Federal Home Loan Mortgage Corp. 2012-K709 B†	3.872%	#	4/25/2045		75		76,521
Federal Home Loan Mortgage Corp. 2012-K710 B†	3.821%	#	6/25/2047		104		106,739
Federal Home Loan Mortgage Corp. 2012-K711 B†	3.562%	#	8/25/2045		30		30,560
Federal Home Loan Mortgage Corp. 2013-K502 C†	3.077%	#	3/25/2045		11		11,018
Federal Home Loan Mortgage Corp. 2013-K713 B†	3.165%	#	4/25/2046		30		30,262
Federal Home Loan Mortgage Corp. 2014-K503 B†	3.002%	#	10/25/2047		39		39,046
Government National Mortgage Assoc. 2014-109 A	2.325%		1/16/2046		15		15,152
Government National Mortgage Assoc. 2014-112 A	3.00%	#	1/16/2048		8		8,189
Government National Mortgage Assoc. 2014-135 AS	2.30%		2/16/2047		18		18,487
Government National Mortgage Assoc. 2014-64 A	2.20%		2/16/2045		33		33,394
Government National Mortgage Assoc. 2014-64 IO	1.243%	#	12/16/2054		362		28,068
Government National Mortgage Assoc. 2014-78 A	2.20%		4/16/2047		1		819
Government National Mortgage Assoc. 2014-78 IO	0.704%	#	3/16/2056		61		3,325
Government National Mortgage Assoc. 2015-47 AE	2.90%	#	11/16/2055		12		11,537
Government National Mortgage Assoc. 2015-48 AS	2.90%	#	2/16/2049		29		29,196
Government National Mortgage Assoc. 2015-73 AC	2.90%	#	2/16/2053		50		49,918
Total Government Sponsored Enterprises Collateralized Mortgage Obligations (cost $674,489)							659,951

See Notes to Financial Statements. 29

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date		Principal Amount (000)		Fair Value
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGHS 1.30%
Federal Home Loan Mortgage Corp.	0.875%		3/7/2018		$	103	$	102,878
Federal Home Loan Mortgage Corp.	3.062%	#	6/1/2041			17		18,052
Federal Home Loan Mortgage Corp.	3.065%	#	10/1/2043			17		17,427
Federal Home Loan Mortgage Corp.	3.172%	#	12/1/2040			35		36,542
Federal Home Loan Mortgage Corp.	3.374%	#	6/1/2042			13		13,643
Federal National Mortgage Assoc.	2.702%	#	12/1/2045			10		10,213
Federal National Mortgage Assoc.	2.732%	#	12/1/2045			47		47,997
Federal National Mortgage Assoc.	2.844%	#	10/1/2045			11		11,385
Federal National Mortgage Assoc.	2.909%	#	6/1/2042			27		27,448
Federal National Mortgage Assoc.	3.00%		TBA	(g)		120		123,150
Federal National Mortgage Assoc.	3.015%	#	10/1/2036			58		61,277
Federal National Mortgage Assoc.	3.14%	#	3/1/2042			26		27,225
Federal National Mortgage Assoc.	3.348%	#	12/1/2040			3		2,961
Federal National Mortgage Assoc.	3.41%	#	12/1/2040			5		5,608
Federal National Mortgage Assoc.	3.492%	#	10/1/2040			2		2,058
Federal National Mortgage Assoc.	3.704%	#	1/1/2042			53		54,626
Federal National Mortgage Assoc.	3.72%	#	4/1/2040			48		50,918
Total Government Sponsored Enterprises Pass-Throughs (cost $618,381)								613,408
GOVERNMENT SPONSORED ENTERPRISES SECURITY 0.34%
Federal Home Loan Bank (cost $160,608)	1.125%		4/25/2018			160		160,144
Municipal Bonds 0.20%
Miscellaneous
Illinois	3.90%		1/1/2018			5		5,053
Illinois	5.163%		2/1/2018			50		51,222
Illinois	5.665%		3/1/2018			25		25,897
Illinois	5.877%		3/1/2019			10		10,623
Total Municipal Bonds (cost $93,153)								92,795
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES 20.05%
A10 Bridge Asset Financing LLC 2015-AA A†	3.504%	#	5/15/2030			160		160,000
Americold LLC Trust 2010-ARTA A1†	3.847%		1/14/2029			47		48,609
Assurant Commercial Mortgage Trust 2016-1A A1†	1.362%		5/15/2049			23		23,082
Aventura Mall Trust 2013-AVM A†	3.743%	#	12/5/2032			100		105,171
BAMLL-DB Trust 2012-OSI A1†	2.343%		4/13/2029			15		14,972
Banc of America Merrill Lynch Commercial Mortgage, Inc. 2005-1 AJ	5.349%	#	11/10/2042			2		1,783
Banc of America Re-REMIC Trust 2010-RC30 A5B†	5.334%		12/16/2043			92		91,688

30 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Bancorp Commercial Mortgage Trust 2016-CRE1 A†	2.134%	#	11/15/2033	$	100	$	100,089
BB-UBS Trust 2012-TFT A†	2.892%		6/5/2030		200		197,725
BB-UBS Trust 2012-TFT B†	3.468%	#	6/5/2030		100		98,588
BB-UBS Trust 2012-TFT C†	3.468%	#	6/5/2030		100		97,020
BBCMS Trust 2013-TYSN E†	3.708%		9/5/2032		135		136,032
Bear Stearns Commercial Mortgage Securities Trust 2004-PWR6 E†	5.406%	#	11/11/2041		15		15,620
Bear Stearns Commercial Mortgage Securities Trust 2004-PWR6 F†	5.67%	#	11/11/2041		25		26,007
CCRESG Commercial Mortgage Trust 2016-HEAT B†	4.114%		4/10/2029		29		29,138
CCRESG Commercial Mortgage Trust 2016-HEAT C†	4.919%		4/10/2029		29		29,233
CFCRE Commercial Mortgage Trust 2016-C6 XA IO	1.223%	#	11/10/2049		196		17,126
CFCRE Commercial Mortgage Trust 2016-C7 XA IO	0.801%	#	12/10/2054		193		11,392
CGGS Commercial Mortgage Trust 2016-RNDA DFX†	4.387%		2/10/2033		100		101,797
Citigroup Commercial Mortgage Trust 2007-C6 A4	5.711%	#	12/10/2049		1		1,009
Citigroup Commercial Mortgage Trust 2007-C6 AM	5.711%	#	12/10/2049		35		35,506
Citigroup Commercial Mortgage Trust 2013-SMP D†	2.911%	#	1/12/2030		100		99,522
Citigroup Commercial Mortgage Trust 2014-GC19 A1	1.199%		3/10/2047		10		10,284
Citigroup Commercial Mortgage Trust 2015-GC31 XA IO	0.465%	#	6/10/2048		990		28,322
Citigroup Commercial Mortgage Trust 2015-SHP2 XCP IO†	0.114%	#	7/15/2027		46,545		29,016
Citigroup Commercial Mortgage Trust 2015-SSHP C†	2.804%	#	9/15/2027		100		98,396
Citigroup Commercial Mortgage Trust 2016-SMPL A†	2.228%		9/10/2031		100		97,599
Citigroup Commercial Mortgage Trust 2016-SMPL E†	4.509%		9/10/2031		100		97,440
COBALT CMBS Commercial Mortgage Trust 2007-C3 AM	5.761%	#	5/15/2046		100		101,334
Commercial Mortgage Loan Trust 2008-LS1 ASM	6.095%	#	12/10/2049		50		50,960

See Notes to Financial Statements. 31

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Commercial Mortgage Pass-Through Certificates 2004-LB2A G†	5.54%	#	3/10/2039	$	35	$	37,026
Commercial Mortgage Pass-Through Certificates 2012-CR3 B†	3.922%		10/15/2045		100		103,698
Commercial Mortgage Pass-Through Certificates 2013-CR11 A2	3.047%		10/10/2046		10		10,172
Commercial Mortgage Pass-Through Certificates 2013-CR6 A2	2.122%		3/10/2046		10		10,065
Commercial Mortgage Pass-Through Certificates 2013-LC6 A2	1.906%		1/10/2046		32		32,116
Commercial Mortgage Pass-Through Certificates 2013-SFS A1†	1.873%		4/12/2035		134		131,342
Commercial Mortgage Pass-Through Certificates 2013-THL D†	3.299%	#	6/8/2030		100		100,057
Commercial Mortgage Pass-Through Certificates 2013-THL E†	4.399%	#	6/8/2030		100		100,065
Commercial Mortgage Pass-Through Certificates 2014-UBS5 XB1 IO†	0.099%	#	9/10/2047		2,000		21,694
Commercial Mortgage Pass-Through Certificates 2015-PC1 XA IO†	0.783%	#	7/10/2050		99		4,088
Commercial Mortgage Pass-Through Certificates 2016-GCT D†	3.461%	#	8/10/2029		100		97,311
Commercial Mortgage Pass-Through Certificates 2016-GCT XA IO†	0.784%		8/10/2029		4,000		111,362
Commercial Mortgage Pass-Through Certificates 2016-SAVA A†	2.424%	#	10/15/2034		106		106,638
Commercial Mortgage Pass-Through Certificates 2016-SAVA B†	3.004%	#	10/15/2034		100		100,635
Commercial Mortgage Pass-Through Certificates 2016-SAVA XCP IO†	2.867%	#	10/15/2034		578		22,241
Commericial Mortgage Trust 2016-CD1 XA IO	1.446%	#	8/10/2049		183		18,180
Core Industrial Trust 2015-CALW C†	3.555%		2/10/2034		25		25,485
Core Industrial Trust 2015-CALW XA IO†	0.81%	#	2/10/2034		1,006		37,034
Cosmopolitan Hotel Trust 2016-CSMO B†	2.804%	#	11/15/2033		24		24,155
Cosmopolitan Hotel Trust 2016-CSMO E†	5.354%	#	11/15/2033		32		32,360
Credit Suisse First Boston Mortgage Securities Corp. 2006-OMA B1†	5.466%		5/15/2023		50		53,114
Credit Suisse First Boston Mortgage Securities Corp. 2006-OMA B2†	5.538%		5/15/2023		100		107,404
Credit Suisse Mortgage Capital Certificates 2014-TIKI C†	2.504%	#	9/15/2038		100		98,053

32 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Credit Suisse Mortgage Capital Certificates 2016-MFF B†	3.204%	#	11/15/2033	$	50	$	50,111
Credit Suisse Mortgage Capital Certificates 2016-MFF C†	4.204%	#	11/15/2033		50		50,146
CSAIL Commercial Mortgage Trust 2015-C4 A2	3.157%		11/15/2048		10		10,276
CSAIL Commercial Mortgage Trust 2016-C6 XA IO	1.816%	#	1/15/2049		998		114,988
DBJPM Mortgage Trust 2016-C3 XA IO	1.521%	#	9/10/2049		200		21,882
DBRR Trust 2013-EZ3 A†	1.636%	#	12/18/2049		15		14,829
DBUBS Mortgage Trust 2011-LC2A D†	5.543%	#	7/10/2044		100		102,417
DBWF Mortgage Trust 2015-LCM A1†	2.998%		6/10/2034		22		22,280
DBWF Mortgage Trust 2016-85T XA IO†	0.013%	#	12/10/2036		3,140		14,224
EQTY Mortgage Trust 2014-INNS D†	2.999%	#	5/8/2031		100		99,033
Federal Home Loan Mortgage Corp. 2011-KAIV B†	4.944%		6/25/2046		50		53,191
GAHR Commercial Mortgage Trust 2015-NRF CFX†	3.382%	#	12/15/2034		100		100,580
GAHR Commericial Mortgage Trust 2015-NRF EFX†	3.382%	#	12/15/2034		20		19,472
Great Wolf Trust 2015-WOLF E†	4.985%	#	5/15/2034		100		100,171
GS Mortgage Securities Corp. II 2013-GC10 A3	2.613%		2/10/2046		100		101,032
GS Mortgage Securities Corp. Trust 2012-ALOH A†	3.551%		4/10/2034		100		104,649
GS Mortgage Securities Corp. Trust 2013-NYC5 A†	2.318%		1/10/2030		100		100,456
GS Mortgage Securities Trust 2006-GG8 AM	5.591%		11/10/2039		22		22,149
GS Mortgage Securities Trust 2012-GC6 XA IO†	1.968%	#	1/10/2045		308		24,463
GS Mortgage Securities Trust 2012-GCJ7 B	4.74%		5/10/2045		10		10,677
GS Mortgage Securities Trust 2013-G1 A2†	3.557%	#	4/10/2031		100		100,042
GS Mortgage Securities Trust 2013-GC14 A1	1.217%		8/10/2046		17		17,368
GS Mortgage Securities Trust 2015-GS1 XB IO	0.185%	#	11/10/2048		1,082		19,579
GS Mortgage Securities Trust 2016-GS4 225A†	2.636%		11/10/2029		15		14,798
GS Mortgage Securities Trust 2016-GS4 225C†	3.778%		11/10/2029		26		25,565
GS Mortgage Securities Trust 2016-GS4 225D†	4.766%		11/10/2029		35		34,321
GS Mortgage Securities Trust 2016-RENT C†	4.067%	#	2/10/2029		100		100,856
H/2 Asset Funding 2015-1A-AFL	1.837%	#	6/24/2049		24		23,992
H/2 Asset Funding 2015-1A-AFX	3.353%	#	6/24/2049		24		23,784
H/2 Asset Funding 2015-1A-BFX	3.993%	#	6/24/2049		25		23,987
Hudsons Bay Simon JV Trust 2015-HB7 A7†	3.914%		8/5/2034		100		102,736
Hudsons Bay Simon JV Trust 2015-HB7 B7†	4.666%		8/5/2034		179		179,434
Hudsons Bay Simon JV Trust 2015-HB7 XA7 IO†	1.245%	#	8/5/2034		1,000		64,245
Irvine Core Office Trust 2013-IRV A1†	2.068%		5/15/2048		34		33,464
JPMorgan Chase Commercial Mortgage Securities Trust 2004-LN2 A2	5.115%		7/15/2041		2		2,307

See Notes to Financial Statements. 33

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
JPMorgan Chase Commercial Mortgage Securities Trust 2007-CB19 AM	5.713%	#	2/12/2049	$	85	$	85,831
JPMorgan Chase Commercial Mortgage Securities Trust 2009-IWST C†	7.445%	#	12/5/2027		25		27,750
JPMorgan Chase Commercial Mortgage Securities Trust 2012-WLDN A†	3.905%		5/5/2030		97		100,835
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C19 A2	3.046%		4/15/2047		25		25,607
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C24 A1	1.539%		11/15/2047		7		7,082
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C26 XA IO	1.172%	#	1/15/2048		989		55,059
JPMorgan Chase Commercial Mortgage Securities Trust 2014-DSTY A†	3.429%		6/10/2027		100		102,340
JPMorgan Chase Commercial Mortgage Securities Trust 2015-C30 XA IO	0.704%	#	7/15/2048		988		35,386
JPMorgan Chase Commercial Mortgage Securities Trust 2016-ATRM A†	2.962%		10/5/2028		50		50,332
JPMorgan Chase Commercial Mortgage Securities Trust 2016-JP4 XA IO	0.826%	#	12/15/2049		1,000		50,883
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI A†	2.798%		10/5/2031		30		30,157
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI B†	3.201%		10/5/2031		15		15,116
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI C†	3.554%		10/5/2031		20		20,186
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI D†	4.009%	#	10/5/2031		35		34,886
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI E†	4.009%	#	10/5/2031		30		29,055
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI XB IO†	0.657%	#	10/5/2031		1,000		28,333
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT A†	2.154%	#	10/15/2033		68		68,287
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT C†	3.554%	#	10/15/2033		10		10,077
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT D†	4.454%	#	10/15/2033		27		27,246
JPMorgan Chase Commercial Mortgage Securities Trust 2016-WPT XCP IO†	1.198%	#	10/15/2018		4,967		107,113
LB-UBS Commercial Mortgage Trust 2007-C1 AM	5.455%		2/15/2040		25		25,019
LMREC, Inc. 2015-CRE1 A†	2.274%	#	2/22/2032		100		99,130

34 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
LSTAR Commercial Mortgage Trust 2016-4 XA IO†	1.956%	#	3/10/2049	$	998	$	89,947
Morgan Stanley Bank of America Merrill Lynch Trust 2012-CKSV A1†	2.117%		10/15/2030		63		62,111
Morgan Stanley Bank of America Merrill Lynch Trust 2013-C12 A2	3.001%		10/15/2046		10		10,203
Morgan Stanley Bank of America Merrill Lynch Trust 2015-C23 XA IO	0.751%	#	7/15/2050		494		19,165
Morgan Stanley Bank of America Merrill Lynch Trust 2016-C31 XA IO	1.472%	#	11/15/2049		999		97,217
Morgan Stanley Capital Barclays Bank Trust 2016-MART B†	2.48%		9/13/2031		50		48,554
Morgan Stanley Capital Barclays Bank Trust 2016-MART C†	2.817%		9/13/2031		100		97,679
Morgan Stanley Capital Barclays Bank Trust 2016-MART XCP IO†	0.316%	#	9/13/2031		9,863		55,995
Morgan Stanley Capital I Trust 2007-HQ12 AM	5.775%	#	4/12/2049		162		161,905
Morgan Stanley Capital I Trust 2011-C3 A4	4.118%		7/15/2049		61		65,585
Morgan Stanley Capital I Trust 2014-MP A†	3.469%		8/11/2029		100		103,759
Morgan Stanley Capital I Trust 2016-UB11 XB IO	0.997%	#	8/15/2049		1,000		78,581
Morgan Stanley Re-REMIC Trust 2009-GG10 A4B†	5.793%	#	8/12/2045		100		100,577
Morgan Stanley Re-REMIC Trust 2010-GG10 A4B†	5.793%	#	8/15/2045		100		100,387
Motel 6 Trust 2015-MTL6 D†	4.532%		2/5/2030		100		100,565
MSCG Trust 2015-ALDR A1†	2.612%		6/7/2035		22		21,570
MSCG Trust 2016-SNR A†	3.348%	#	11/15/2034		69		68,830
MSCG Trust 2016-SNR B†	4.181%		11/15/2034		33		32,956
MSCG Trust 2016-SNR C†	5.205%		11/15/2034		25		25,063
Nationslink Funding Corp. 1999-LTL1 D†	6.45%		1/22/2026		50		51,687
Palisades Center Trust 2016-PLSD D†	4.737%		4/13/2033		67		66,801
Palisades Center Trust 2016-PLSD XCP IO†	0.965%	#	5/13/2018		1,000		13,965
Prima Capital Ltd 2015-4A MR-A+	2.55%		8/24/2049		100		99,239
Prima Capital Ltd. 2016-6A A+	2.85%		8/25/2040		142		140,099
ReadyCap Commercial Mortgage Trust 2015-2 A†	3.804%		6/25/2055		43		43,532
Readycap Mortgage Trust 2016-3 A†	2.94%		11/20/2038		250		248,685
Shops at Crystals Trust 2016-CSTL XB IO†	0.203%	#	7/5/2036		1,000		19,895
UBS-Barclays Commercial Mortgage Trust 2012-C4 A5	2.85%		12/10/2045		75		75,785
UBS-Barclays Commercial Mortgage Trust 2012-C4 AAB	2.459%		12/10/2045		25		25,153
UBS-Barclays Commercial Mortgage Trust 2013-C5 XA IO†	1.033%	#	3/10/2046		941		46,031

See Notes to Financial Statements. 35

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
UBS-Citigroup Commercial Mortgage Trust 2011-C1 A3	3.595%		1/10/2045	$	20	$	20,694
VNDO Mortgage Trust 2012-6AVE A†	2.996%		11/15/2030		100		101,083
Wachovia Bank Commercial Mortgage Trust 2005-C21 D	5.291%	#	10/15/2044		10		9,935
Wachovia Bank Commercial Mortgage Trust 2006-C27 AM	5.795%	#	7/15/2045		2		1,544
Wachovia Bank Commercial Mortgage Trust 2007-C30 AM	5.383%		12/15/2043		150		150,042
Wachovia Bank Commercial Mortgage Trust 2007-C31 AM	5.591%	#	4/15/2047		60		60,385
Waldorf Astoria Boca Raton Trust 2016-BOCA C†	3.204%	#	6/15/2029		100		100,284
Waldorf Astoria Boca Raton Trust 2016-BOCA E†	5.054%	#	6/15/2029		27		27,105
Wells Fargo Commercial Mortgage Trust 2010-C1 C†	5.599%	#	11/15/2043		100		107,027
Wells Fargo Commercial Mortgage Trust 2015-C29 XB IO	0.018%	#	6/15/2048		2,000		7,196
Wells Fargo Commercial Mortgage Trust 2015-NXS4 A2A	3.075%		12/15/2048		10		10,269
Wells Fargo Commercial Mortgage Trust 2015-NXS4 A2B	4.602%	#	12/15/2048		36		39,087
Wells Fargo Commercial Mortgage Trust 2015-SG1 XA IO	0.811%	#	12/15/2047		986		48,172
Wells Fargo Commercial Mortgage Trust 2016-BNK1 XA IO	1.809%	#	8/15/2049		997		127,659
WF-RBS Commercial Mortgage Trust 2011-C4 A3†	4.394%		6/15/2044		72		74,243
WF-RBS Commercial Mortgage Trust 2012-C8 A2	1.881%		8/15/2045		22		22,085
WF-RBS Commercial Mortgage Trust 2012-C8 XA IO†	1.989%	#	8/15/2045		406		29,768
WF-RBS Commercial Mortgage Trust 2013-C11 A2	2.029%		3/15/2045		79		79,386
Total Non-Agency Commercial Mortgage-Backed Securities (cost $9,598,454)							9,465,454
				Shares (000)
PREFERRED STOCK 0.03%
Oil
Templar Energy LLC (cost $10,450)					1		15,675

36 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
U.S. TREASURY OBLIGATION 0.95%
Government
U.S. Treasury Note (cost $446,146)	1.375%		6/30/2018	$	444	$	446,133
Total Long-Term Investments (cost $44,798,983)							44,726,443
SHORT-TERM INVESTMENTS 5.00%
CORPORATE BONDS 3.17%
Banks: Regional 1.49%
Bank of America Corp.	6.00%		9/1/2017		35		36,020
Bank of America Corp.	6.40%		8/28/2017		18		18,555
Capital One Financial Corp.	6.75%		9/15/2017		35		36,256
Compass Bank	1.85%		9/29/2017		250		249,477
Compass Bank	6.40%		10/1/2017		100		103,067
Deutsche Bank AG (United Kingdom)(b)	1.35%		5/30/2017		7		6,986
Deutsche Bank AG (United Kingdom)(b)	1.512%	#	2/13/2017		28		27,994
Deutsche Bank AG (United Kingdom)(b)	6.00%		9/1/2017		25		25,596
Intesa Sanpaolo SpA (Italy)(b)	2.375%		1/13/2017		200		200,029
Total							703,980
Beverages 0.14%
Beam Suntory, Inc.	1.875%		5/15/2017		62		62,094
Constellation Brands, Inc.	7.25%		5/15/2017		4		4,085
Total							66,179
Chemicals 0.01%
Valspar Corp. (The)	6.05%		5/1/2017		5		5,069
Drugs 0.02%
Actavis Funding SCS (Luxembourg)(b)	1.30%		6/15/2017		9		8,996
Electric: Power 0.41%
Appalachian Power Co.	5.00%		6/1/2017		25		25,338
Exelon Corp.	1.55%		6/9/2017		2		1,997
Jersey Central Power & Light Co.	5.65%		6/1/2017		15		15,236
Monongahela Power Co.†	5.70%		3/15/2017		25		25,204
TransAlta Corp. (Canada)(b)	1.90%		6/3/2017		125		124,844
Total							192,619
Electronics 0.02%
Tech Data Corp.	3.75%		9/21/2017		10		10,125

See Notes to Financial Statements. 37

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Financial Services 0.25%
International Lease Finance Corp.	8.75%		3/15/2017	$	19	$	19,271
Synchrony Financial	1.875%		8/15/2017		100		100,094
Total							119,365
Health Care Products 0.05%
Zimmer Biomet Holdings, Inc.	1.45%		4/1/2017		25		25,008
Health Care Services 0.08%
Anthem, Inc.	5.875%		6/15/2017		35		35,712
Insurance 0.09%
Fidelity National Financial, Inc.	6.60%		5/15/2017		43		43,739
Lodging 0.08%
Marriott International, Inc.	6.375%		6/15/2017		25		25,546
Wyndham Worldwide Corp.	2.95%		3/1/2017		11		11,011
Total							36,557
Machinery: Agricultural 0.00%
Bunge Ltd. Finance Corp.	3.20%		6/15/2017		2		2,015
Metals & Minerals: Miscellaneous 0.15%
Teck Resources Ltd. (Canada)(b)	3.15%		1/15/2017		70		69,989
Natural Gas 0.11%
Sempra Energy	2.30%		4/1/2017		50		50,101
Oil: Crude Producers 0.07%
Enbridge, Inc. (Canada)(b)	1.384%	#	6/2/2017		29		29,004
Kinder Morgan, Inc.	7.00%		6/15/2017		5		5,117
Total							34,121
Real Estate Investment Trusts 0.11%
First Industrial LP	5.95%		5/15/2017		49		49,754
Highwoods Realty LP	5.85%		3/15/2017		3		3,025
Total							52,779
Savings & Loan 0.07%
Astoria Financial Corp.	5.00%		6/19/2017		31		31,391
Transportation: Miscellaneous 0.02%
Ryder System, Inc.	3.50%		6/1/2017		11		11,094
Total Corporate Bonds (cost $1,499,280)							1,498,839

38 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
MUNICIPAL BOND 0.11%
Miscellaneous
New Jersey Econ Dev Auth (cost $50,008)	1.348%	3/1/2017	$	50	$	50,006
REPURCHASE AGREEMENT 1.72%
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $780,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $ 831,852; proceeds: $ 813,871 (cost $813,868)				814		813,868
Total Short-Term Investments (cost $2,363,156)						2,362,713
Total Investments in Securities 99.73% (cost $47,162,139)						47,089,156
Cash, Foreign Cash and Other Assets in Excess of Liabilities(h) 0.27%						129,442
Net Assets 100.00%					$	47,218,598

EUR	euro.
IO	Interest Only.
PIK	Payment-in-kind.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#	Variable rate security. The interest rate represents the rate in effect at December 31, 2016.
(a)	Amount is less than $1,000.
(b)	Foreign security traded in U.S. dollars.
(c)	Security is perpetual in nature and has no stated maturity.
(d)	Defaulted (non-income producing security).
(e)	Floating Rate Loans in which the Fund invests generally pay interest at rates which are periodically re-determined at a margin above the London Interbank Offered Rate (“LIBOR”) or the prime rate offered by major U.S. banks. The rate(s) shown is the rate(s) in effect at December 31, 2016.
(f)	Investment in non-U.S. dollar denominated securities.
(g)	To-be-announced (“TBA”). Security purchased on a forward commitment basis with an approximate principal and maturity date. Actual principal and maturity will be determined upon settlement when the specific mortgage pools are assigned.
(h)	Cash, Foreign Cash and Other Assets in Excess of Liabilities include net unrealized appreciation (depreciation) on open forward foreign currency exchange contracts and futures contracts as follows:

See Notes to Financial Statements. 39

Schedule of Investments (continued)

December 31, 2016

Forward
Foreign					U.S. $
Currency					Cost on	U.S. $
Exchange	Transaction		Expiration	Foreign	Origination	Current	Unrealized
Contracts	Type	Counterparty	Date	Currency	Date	Value	Appreciation
euro	Buy	State Street Bank and Trust	2/16/2017	2,400	$  2,512	$  2,532		$   20
euro	Sell	State Street Bank and Trust	2/16/2017	24,000	26,261	25,317		944
Unrealized Appreciation on Forward Foreign Currency Exchange Contracts								$ 964

Open Futures Contracts at December 31, 2016:

				Notional		Unrealized
Type	Expiration	Contracts	Position	Value		Appreciation
U.S. 5-Year Treasury Note	March 2017	5	Short	$(588,320	)	$1,241
				Notional		Unrealized
Type	Expiration	Contracts	Position	Value		Depreciation
U.S. 2-Year Treasury Note	March 2017	55	Long	$11,917,813		$(2,785	)

40 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1		Level 2		Level 3			Total
Asset-Backed Securities
Other	$	–	$	3,524,560	$	99,474	(4)	$	3,624,034
Remaining Industries		–		5,677,014		–			5,677,014
Common Stock		–		546		–			546
Convertible Bonds		–		24,961		–			24,961
Corporate Bonds		–		22,862,752		–			22,862,752
Floating Rate Loans(5)
Auto Parts: Original Equipment		–		27,537		–			27,537
Beverages		–		–		25,935			25,935
Business Services		–		13,187		–			13,187
Chemicals		–		80,037		–			80,037
Computer Software		–		28,049		–			28,049
Containers		–		30,186		217,554			247,740
Electric: Power		–		–		99,250			99,250
Electrical Equipment		–		128,000		–			128,000
Electronics		–		–		97,469			97,469
Entertainment		–		18,593		–			18,593
Food		–		65,832		–			65,832
Gaming		–		174,716		–			174,716
Health Care Products		–		74,672		38,049			112,721
Health Care Services		–		53,853		15,033			68,886
Household Equipment/Products		–		177,131		–			177,131
Lodging		–		200,211		–			200,211
Machinery: Industrial/Specialty		–		–		46,670			46,670
Manufacturing		–		–		129,594			129,594
Media		–		120,157		–			120,157
Miscellaneous		–		–		59,065			59,065
Oil		–		–		23,527			23,527
Oil: Crude Producers		–		16,936		–			16,936
Real Estate		–		–		155,620			155,620
Retail		–		190,222		–			190,222
Technology		–		18,223		–			18,223
Telecommunications		–		130,027		15,637			145,664
Foreign Government Obligations		–		111,443		–			111,443
Government Sponsored Enterprises Collateralized Mortgage Obligations		–		659,951		–			659,951
Government Sponsored Enterprises Pass-Throughs		–		613,408		–			613,408
Government Sponsored Enterprises Security		–		160,144		–			160,144
Municipal Bonds		–		142,801		–			142,801
Non-Agency Commercial Mortgage-Backed Securities		–		8,757,733		707,721	(4)(6)		9,465,454
Preferred Stock		–		15,675		–			15,675
U.S. Treasury Obligation		–		446,133		–			446,133
Repurchase Agreement		–		813,868		–			813,868
Total	$	–	$	45,358,558	$	1,730,598		$	47,089,156

See Notes to Financial Statements. 41

Schedule of Investments (concluded)

December 31, 2016

Other Financial Instruments	Level 1			Level 2		Level 3		Total
Forward Foreign Currency Exchange Contracts
Assets	$	–		$	964	$	–	$	964
Futures Contracts
Assets		1,241			–		–		1,241
Liabilities		(2,785	)		–		–		(2,785	)
Total	$	(1,544	)	$	964	$	–	$	(580	)

(1)	Refer to Note 2(l) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography. The table above is presented by Investment Type. Industries are presented within an Investment Type should such Investment Type include securities classified as two or more levels within the three-tier fair value hierarchy.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.
(4)	Includes securities valued using third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of such Level 3 investments.
(5)	Floating Rate Loans categorized as Level 3 are valued based on a single quotation obtained from a dealer. Accounting principles generally accepted in the United States of America do not require the Fund to create quantitative unobservable inputs that were not developed by the Fund. Therefore, the Fund does not have access to unobservable inputs and cannot disclose such inputs in the valuation.
(6)	Non-Agency Commercial Mortgage-Backed Securities categorized as Level 3 investment includes A10 Bridge Asset Financing LLC 2015-AA A, Commercial Mortgage Pass-Through Certificates 2016-GCT XA IO, Commercial Mortgage Pass-Through Certificates 2016-SAVA XCP IO, GS Mortgage Securities Trust 2016-GS4 225A, GS Mortgage Securities Trust 2016-GS4 225C, GS Mortgage Securities Trust 2016-GS4 225D, H/2 Asset Funding 2015-1A-AFL, H/2 Asset Funding 2015-1A-AFX, H/2 Asset Funding 2015-1A-BFX, JPMorgan Chase Commercial Mortgage Securities Trust 2016-WIKI XB IO, Prima Capital CRE Securization 2006-1 and Public Utilities Commission.

The following is a reconciliation of investments with unobservable inputs (Level 3) that were used in determining fair value:

Investment Type	Asset-Backed Securities			Corporate Bonds			Floating Rate Loans			Non-Agency Commercial Mortgage-Backed Securities
Balance as of January 1, 2016	$	380,147		$	3,850		$	68,224		$	420,319
Accrued discounts/premiums		–			(30	)		383			(11,848	)
Realized gain (loss)		9			(7,039	)		1,868			–
Change in unrealized appreciation/depreciation		(481	)		3,219			(204	)		(1,444	)
Purchases		99,985			–			1,011,685			475,533
Sales		(16,007	)		–			(154,128	)		(26,707	)
Net transfers in or out of Level 3		(364,179	)		–			(4,425	)		(148,132	)
Balance as of December 31, 2016	$	99,474		$	–		$	923,403		$	707,721

42 See Notes to Financial Statements.

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $47,162,139)	$	47,089,156
Cash		5,441
Deposits with brokers for futures collateral		28,100
Foreign cash, at value (cost $1,024)		1,020
Receivables:
Interest		364,125
Investment securities sold		189,675
Capital shares sold		55,957
From advisor (See Note 3)		4,706
Variation margin		1,634
Unrealized appreciation on forward foreign currency exchange contracts		964
Prepaid expenses		146
Total assets		47,740,924
LIABILITIES:
Payables:
Investment securities purchased		407,628
Management fee		13,777
Capital shares reacquired		3,036
Fund administration		1,575
Directors’ fees		1,016
Accrued expenses		95,294
Total liabilities		522,326
NET ASSETS	$	47,218,598
COMPOSITION OF NET ASSETS:
Paid-in capital	$	48,270,730
Undistributed net investment income		1,788
Accumulated net realized loss on investments, futures contracts and foreign currency related transactions		(980,352	)
Net unrealized depreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies		(73,568	)
Net Assets	$	47,218,598
Outstanding shares (200 million shares of common stock authorized, $.001 par value)		3,240,994
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$14.57

See Notes to Financial Statements. 43

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Interest and other	$	904,415
Total investment income		904,415
Expenses:
Management fee		104,784
Non 12b-1 service fees		75,087
Shareholder servicing		21,325
Fund administration		11,976
Reports to shareholders		25,886
Directors’ fees		918
Professional		53,603
Custody		16,144
Other		3,927
Gross expenses		313,650
Expense reductions (See Note 9)		(113	)
Fees waived and expenses reimbursed (See Note 3)		(74,029	)
Net expenses		239,508
Net investment income		664,907
Net realized and unrealized gain (loss):
Net realized loss on investments		(19,515	)
Net realized loss on futures contracts and foreign currency related transactions		(59,024	)
Net change in unrealized appreciation/depreciation on investments		244,191
Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies		2,896
Net realized and unrealized gain		168,548
Net Increase in Net Assets Resulting From Operations	$	833,455

44 See Notes to Financial Statements.

Statements of Changes in Net Assets

INCREASE IN NET ASSETS	For the Year Ended December 31, 2016				For the Year Ended December 31, 2015
Operations:
Net investment income		$	664,907			$	248,388
Net realized loss on investments, futures contracts and foreign currency related transactions			(78,539	)			(42,214	)
Net change in unrealized appreciation/depreciation on investments, futures contracts and translation of assets and liabilities denominated in foreign currencies			247,087				(253,204	)
Net increase (decrease) in net assets resulting from operations			833,455				(47,030	)
Distributions to shareholders from:
Net investment income			(1,192,100	)			(510,223	)
Return of capital			–				(9,512	)
Total distributions to shareholders			(1,192,100	)			(519,735	)
Capital share transactions (See Note 14):
Proceeds from sales of shares			32,551,047				15,992,964
Reinvestment of distributions			1,192,100				519,735
Cost of shares reacquired			(7,969,058	)			(1,822,380	)
Net increase in net assets resulting from capital share transactions			25,774,089				14,690,319
Net increase in net assets			25,415,444				14,123,554
NET ASSETS:
Beginning of period		$	21,803,154			$	7,679,600
End of period		$	47,218,598			$	21,803,154
Undistributed (distributions in excess of) net investment income		$	1,788			$	(483	)

See Notes to Financial Statements. 45

Financial Highlights

			Per Share Operating Performance:
			Investment operations:								Distributions to shareholders from:
	Net asset value, beginning of period			Net investment income(a)		Net realized and unrealized gain (loss)			Total from investment operations		Net investment income			Return of capital
12/31/2016		$14.43			$0.33		$ 0.19			$0.52		$(0.38	)		$      –
12/31/2015		14.72			0.27		(0.21	)		0.06		(0.34	)		(0.01	)
12/31/2014(c)(d)		15.00			0.18		(0.15	)		0.03		(0.31	)		–

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.
(c)	Commencement of operations was 4/4/2014, SEC effective date was 4/14/2014 and date shares first became available to the public was 5/1/2014.
(d)	Net investment income, net realized and unrealized gain (loss) amounted to less than $.01 for the period 4/4/2014 through 4/14/2014.
(e)	Not annualized.
(f)	Total return for the period 4/14/2014 through 12/31/2014 was also 0.22%
(g)	Annualized.

46 See Notes to Financial Statements.

								Ratios to Average Net Assets:									Supplemental Data:
Total distri- butions			Net asset value, end of period		Total return(b) (%)			Total expenses after waivers and/or reimbursements (%)			Total expenses (%)			Net investment income (%)			Net assets, end of period (000)		Portfolio turnover rate (%)
	$(0.38	)	$	14.57		3.47			0.80			1.04			2.21		$	47,219		69.28
	(0.35	)		14.43		0.58			0.80			1.45			1.79			21,803		61.27
	(0.31	)		14.72		0.22	(e)(f)		0.80	(g)		2.02	(g)		1.61	(g)		7,680		102.97	(e)

See Notes to Financial Statements. 47

Notes to Financial Statements

1. ORGANIZATION 

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Short Duration Income Portfolio (the “Fund”).

The Fund’s investment objective is to seek a high level of income consistent with preservation of capital. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES 

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used. Floating rate loans are valued at the average of bid and ask quotations obtained from dealers in loans on the basis of prices supplied by independent pricing services. Forward foreign currency exchange contracts are valued using daily forward exchange rates.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book

48

Notes to Financial Statements (continued)

	values, yield curves, broker quotes, observable trading activity, option adjusted spread models and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remain open for the fiscal years ended December 31, 2014 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending on jurisdiction
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets. Offering costs incurred by the Fund are amortized over a twelve month period beginning at the commencement of operations and are included in the Fund’s Statement of Operations.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions, if any, are included in Net realized loss on futures contracts and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Forward Foreign Currency Exchange Contracts–The Fund may enter into forward foreign currency exchange contracts in order to reduce exposure to changes in foreign currency exchange rates on foreign portfolio holdings, or gain or reduce exposure to foreign currency

49

Notes to Financial Statements (continued)

	solely for investment purposes. A forward foreign currency exchange contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated rate. The contracts are valued daily at forward exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies in the Fund’s Statement of Operations. The gain (loss) arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contracts is included in Net realized gain on futures contracts and foreign currency related transactions in the Fund’s Statement of Operations.
(h)	Futures Contracts–The Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
(i)	When-Issued, Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
(j)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(k)	Floating Rate Loans–The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements

50

Notes to Financial Statements (continued)

	to make money available to U.S. or foreign corporations, partnerships or other business entities (the “Borrower”) in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the “Agent”) for a group of loan investors (“Loan Investors”). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. The Fund records an investment when the Borrower withdraws money and records interest as earned. These loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or London InterBank Offered Rate (“LIBOR”).
	The loans in which the Fund invests may be subject to some restrictions on resale. For example, the Fund may be contractually obligated to receive approval from the Agent and/or Borrower prior to the sale of these investments. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, the Fund assumes the credit risk of the Borrower, the selling participant and any other persons interpositioned between the Fund and the Borrower (“Intermediate Participants”). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enter into bankruptcy, the Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.
	Unfunded commitments represent the remaining obligation of the Fund to the Borrower. At any point in time, up to the maturity date of the issue, the Borrower may demand the unfunded portion. Until demanded by the Borrower, unfunded commitments are not recognized as an asset on the Statement of Assets and Liabilities. Unrealized appreciation/depreciation on unfunded commitments presented on the Statement of Assets and Liabilities represents mark to market of the unfunded portion of the Fund’s floating rate notes. As of December 31, 2016, the Fund did not have unfunded loan commitments.
(l)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments;

51

Notes to Financial Statements (continued)

•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments and other financial instruments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES 

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.35%
Next $1 billion	.30%
Over $2 billion	.25%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of 0.10% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net operating expenses to an annual rate of .80%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

52

Notes to Financial Statements (continued)

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS 

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and December 31, 2015 was as follows:

	Year Ended 12/31/2016		Year Ended 12/31/2015
Distributions paid from:
Ordinary income	$	1,192,100	$	510,107
Return of capital		–		9,628
Total distributions paid	$	1,192,100	$	519,735

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Undistributed ordinary income – net	$	3,150
Total undistributed earnings		3,150
Capital loss carryforwards*		(442,173	)
Temporary differences		(1,016	)
Unrealized losses – net		(612,093	)
Total accumulated losses – net	$	(1,052,132	)

* The capital losses will carryforward indefinitely

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	47,701,244
Gross unrealized gain		209,894
Gross unrealized loss		(821,982	)
Net unrealized security loss	$	(612,088	)

The difference between book-basis and tax-basis unrealized gains (losses) is due to tax treatment of premium amortization, certain securities and wash sales.

53

Notes to Financial Statements (continued)

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Undistributed Net Investment Income		Accumulated Net Realized Loss			Paid-in Capital
	$529,464		$(529,348	)		$(116	)

The permanent differences are attributable to the tax treatment of foreign currency transactions, premium amortization, certain distributions, certain securities, and principal paydown gains and losses.

5. PORTFOLIO SECURITIES TRANSACTIONS   

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

U.S.	Non-U.S.	U.S.	Non-U.S.
Government	Government	Government	Government
Purchases*	Purchases	Sales*	Sales
$4,357,172	$41,824,997	$4,118,233	$15,606,992

* Includes U.S. Government sponsored enterprises securities.

The Fund is permitted to purchase and sell securities (“cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the period ended December 31, 2016, the Fund engaged in cross-trades purchases of $572,967 and sales of $379,569, which resulted in net realized loss of $(4,833).

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES   

The Fund entered into forward foreign currency exchange contracts for the fiscal year ended December 31, 2016 (as described in note 2(g)). A forward foreign currency exchange contract reduces the Fund’s exposure to changes in the value of the currency it will deliver (or settle in cash) and increases its exposure to changes in the value of the currency it will receive (or settle in cash) for the duration of the contract. The Fund’s use of forward foreign currency exchange contracts involves the risk that Lord Abbett will not accurately predict currency movements, and the Fund’s returns could be reduced as a result. Forward foreign currency exchange contracts are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Currency rates in foreign countries may fluctuate significantly over short periods of time. The Fund’s risk of loss from counterparty credit risk is the unrealized appreciation on forward foreign currency exchange contracts and deposits with brokers as collateral.

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2016 (as described in note 2(h)) to hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

54

Notes to Financial Statements (continued)

As of December 31, 2016, the Fund had the following derivatives at fair value, grouped into appropriate risk categories that illustrate the Funds use of derivative instruments:

Asset Derivatives	Interest Rate Contracts	Foreign Currency Contracts
Forward Foreign Currency Exchange Contracts(1)	–	$964
Futures Contracts(2)	$1,241	–
Liability Derivatives
Futures Contracts(2)	$2,785	–

(1)	Statements of Assets and Liabilities location: Unrealized appreciation on forward foreign currency exchange contracts.
(2)	Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

Transactions in derivative instruments for the year ended December 31, 2016, were as follows:

	Interest Rate Contracts			Forward Currency Contracts
Net Realized Gain (Loss)(1)
Futures Contracts	$	(59,522	)	$	–
Net Change in Unrealized Appreciation/Depreciation(2)
Forward Foreign Currency Exchange Contracts	$	–		$	964
Futures Contracts		1,936			–
Average Number of Contracts/Notional Amounts*
Forward Foreign Currency Exchange Contracts(3)	$	–		$	6,253
Futures Contracts(4)		51			–

*	Calculated based on the number of contracts or notional amounts for the fiscal year ended December 31, 2016.
(1)	Statements of Operations location: Net realized loss on futures contracts and foreign currency related transactions.
(2)	Statements of Operations location: Net change in unrealized appreciation/depreciation on futures contracts and translation of assets and liabilities denominated in foreign currencies.
(3)	Amount represents notional amounts in U.S. dollars.
(4)	Amount represents number of contracts.

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES   

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

55

Notes to Financial Statements (continued)

			Gross Amounts		Net Amounts of
			Offset in the		Assets Presented
	Gross Amounts of		Statement of Assets		in the Statement of
Description	Recognized Assets		and Liabilities		Assets and Liabilities
Forward Foreign Currency Exchange Contracts	$	964	$	–	$	964
Repurchase Agreements		813,868		–		813,868
Total	$	814,832	$	–	$	814,832

	Net Amounts
	of Assets	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement			Cash		Securities
	of Assets and	Financial		Collateral		Collateral			Net
Counterparty	Liabilities	Instruments		Received(a)		Received(a)			Amount(b)
Fixed Income Clearing Corp.	$813,868	$	–	$	–	$	(813,868	)	$	–
State Street Bank and Trust	964		–		–		–			964
Total	$814,832	$	–	$	813,868	$	–		$	964

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

8. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

9. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

10. LINE OF CREDIT  

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million, or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

56

Notes to Financial Statements (continued)

11. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

12. CUSTODIAN AND ACCOUNTING AGENT  

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

13. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with investing in fixed income securities. The value of an investment will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of fixed income securities are likely to decline; when interest rates fall, such prices tend to rise. Longer-term securities are usually more sensitive to interest rate changes. There is also the risk that an issuer of a fixed income security will fail to make timely payments of principal and/or interest to the Fund, a risk that is greater with high-yield bonds (sometimes called “junk bonds”) in which the Fund may substantially invest. Some issuers, particularly of high-yield bonds, may default as to principal and/or interest payments after the Fund purchases its securities. A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High-yield bonds are subject to greater price fluctuations, as well as additional risks.

The Fund is subject to the general risks and considerations associated with investing in convertible securities, which have both equity and fixed income risk characteristics. Generally, convertible securities offer lower interest or dividend yields than non-convertible securities of similar quality and less potential for gains or capital appreciation in a rising equity securities market than equity securities. They tend to be more volatile than other fixed income securities, and the markets for convertible securities may be less liquid than markets for stocks or bonds. A significant portion of convertible securities have below investment grade credit ratings and are subject to increased credit and liquidity risks.

The Fund’s investment exposure to foreign (which may include emerging market) companies presents increased market, liquidity, currency, political, information and other risks. The cost of the Fund’s potential use of forward foreign currency exchange contracts varies with factors such as the currencies involved, the length of the contract period and the market conditions prevailing.

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value

57

Notes to Financial Statements (concluded)

of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer. The Fund’s use of derivatives could result in a loss exceeding the amount of the Fund’s investment in these instruments.

The Fund may invest in swap contracts. Swap contracts are bi-lateral agreements between a fund and its counterparty. Each party is exposed to the risk of default by the other. In addition, they may involve a small investment of cash compared to the risk assumed with the result that small changes may produce disproportionate and substantial gains or losses to the Fund.

The Fund may invest in credit default swap contracts. The risks associated with the Fund’s investment in credit default swaps are greater than if the Fund invested directly in the reference obligation because they are subject to illiquidity risk, counterparty risk, and credit risk at both the counterparty and underlying issuer levels.

The Fund may invest in floating rate or adjustable rate senior loans, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships or other business entities. The senior loans in which the Fund may invest may consist primarily of senior loans that are rated below investment grade or, if unrated, deemed by Lord Abbett to be equivalent to below investment grade securities. Below investment grade senior loans, as in the case of high-yield debt securities, or junk bonds, are usually more credit sensitive than interest rate sensitive, although the value of these instruments may be impacted by broader interest rate swings in the overall fixed income market.

The Fund may invest in mortgage-related securities, including those of such Government sponsored enterprises as Federal Home Loan Mortgage Corporation and Federal National Mortgage Association. In addition, the Fund may invest in non-agency backed and mortgage related securities, which are issued by the private institutions, not by the government-sponsored enterprises. Such securities may be particularly sensitive to changes in economic conditions, including delinquencies and/or defaults, and changes in prevailing interest rates. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current markets rates. The prepayment rate also will affect the price and volatility of a mortgage-related security. In addition, securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprise involved, not by the U.S. Government.

These factors can affect the Fund’s performance.

14. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended			Year Ended
	December 31, 2016			December 31, 2015
Shares sold		2,190,614			1,075,441
Reinvestment of distributions		81,988			36,013
Shares reacquired		(542,280	)		(122,435	)
Increase		1,730,322			989,019

58

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Short Duration Income Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Short Duration Income Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian, brokers, and agent banks; when replies were not received from brokers and agent banks, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Short Duration Income Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

59

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

60

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

61

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

62

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

63

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

64

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of the Fund’s benchmark; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and the Fund’s benchmark as of the trailing one-year period ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the period. The Board also considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds

65

Approval of Advisory Contract (continued)

overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was equal to the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible

66

Approval of Advisory Contract (concluded)

benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

67

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

68

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Short Duration Income Portfolio	SFSDI-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett

Series Fund—Total Return Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
29	Statement of Assets and Liabilities
30	Statement of Operations
31	Statements of Changes in Net Assets
32	Financial Highlights
34	Notes to Financial Statements
43	Report of Independent Registered Public Accounting Firm
44	Supplemental Information to Shareholders

Lord Abbett Series Fund — Total Return Portfolio

Annual Report

For the fiscal year ended December 31, 2016

 

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund - Total Return Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 4.26%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Bloomberg Barclays U.S. Universal Index,¹ which returned 3.91% over the same period.

Yields on longer-dated Treasury bonds were relatively flat, rising only slightly over the 12-month period ended December 31, 2016, while the yield on shorter-dated two-year Treasury notes increased 0.18% over

the same period, leading to a slight flattening of the Treasury yield curve. Corporate credit spreads narrowed over the 12-month period, particularly within lower-rated, investment grade debt. Consumer prices rose at a moderate pace, with the Consumer Price Index (CPI) rising 2.1% over the 12-month period ended December 31, 2016. Meanwhile, the employment picture continued to improve as the unemployment rate remained steady at 4.7%, with 156,000 jobs added in December 2016; employment growth has averaged 165,000 per month,

1

over the last three months. This compares with an unemployment rate of 5.0% a year earlier and a recent high of 10.0% in October 2009. In December, the U.S. Federal Reserve (Fed) raised its target for short-term interest rates 0.25%, to a range of 0.50% - 0.75%, as economic data continued to suggest a strengthening domestic economy.

Spreads on investment grade corporates tightened from January 2016 to December 2016, while spreads on high yield corporates narrowed much more significantly. In the 12-month period ended December 2016, high yield corporates comfortably outperformed the investment grade segment of the fixed income market, including both investment grade corporates and Treasuries.

Security selection within the corporate bond allocation was a significant

contributor to performance of the Fund relative to the benchmark during the period. Within the investment grade corporate sector, the Fund concentrated on ‘BBB’ rated bonds, which outperformed higher-rated issues. The Fund’s overweight to high yield corporate bonds also contributed to relative performance.

The Fund’s sector allocation related to the sovereign issues of both developed countries and emerging markets detracted from relative performance, as sovereign debt outperformed the broad fixed income market.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹ The Bloomberg Barclays U.S. Universal Index represents the union of the U.S. Aggregate Index, the U.S High Yield Corporate Index, the 144A Index, the Eurodollar Index, the Emerging Markets Index, and the non-ERISA portion of the CMBS Index. Municipal debt, private placements, and non-dollar-denominated issues are excluded from the Universal Index. The only constituent of the index that includes floating-rate debt is the Emerging Markets Index.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may

be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

2

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by,

banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in both the Bloomberg Barclays U.S. Universal Index and the Bloomberg Barclays U.S. Aggregate Bond Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

	Average Annual Total Returns for the Periods Ended December 31, 2016
	1 Year	5 Years	Life of Class
Class VC2	4.26%	3.03%	4.30%

¹ Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on May 1, 2010.

² The Class VC shares commenced operations on April 16, 2010. Performance for the Class began on May 1, 2010.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning	Ending	Expenses
	Account	Account	Paid During
	Value	Value	Period†
			7/1/16 -
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$   987.30	$3.20
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,021.92	$3.25

† Net expenses are equal to the Fund’s annualized expense ratio of 0.64%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Auto	0.61	%
Basic Industry	0.04	%
Capital Goods	0.12	%
Consumer Cyclical	0.86	%
Consumer Discretionary	0.36	%
Consumer Services	1.96	%
Consumer Staples	0.59	%
Energy	3.34	%
Financial Services	30.39	%
Foreign Government	3.15	%
Government	50.98	%
Health Care	0.40	%
Integrated Oils	0.69	%
Materials & Processing	2.27	%
Municipal	0.39	%
Producer Durables	0.29	%
Technology	1.07	%
Telecommunications	1.13	%
Transportation	0.24	%
Utilities	0.99	%
Repurchase Agreement	0.13	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
LONG-TERM INVESTMENTS 111.85%
ASSET-BACKED SECURITIES 23.12%
Automobiles 12.81%
American Credit Acceptance Receivables Trust 2015-1 C†	4.29%	4/12/2021	$	717	$	729,783
AmeriCredit Automobile Receivables Trust 2013-1 C	1.57%	1/8/2019		106		106,365
AmeriCredit Automobile Receivables Trust 2014-1 A3	0.90%	2/8/2019		65		64,675
AmeriCredit Automobile Receivables Trust 2014-1 C	2.15%	3/9/2020		402		404,359
AmeriCredit Automobile Receivables Trust 2014-2 A3	0.94%	2/8/2019		243		242,927
AmeriCredit Automobile Receivables Trust 2014-4 A3	1.27%	7/8/2019		630		629,793
AmeriCredit Automobile Receivables Trust 2015-2 C	2.40%	1/8/2021		1,977		1,994,395
AmeriCredit Automobile Receivables Trust 2015-3 A3	1.54%	3/9/2020		475		475,525
AmeriCredit Automobile Receivables Trust 2016-2 A2A	1.42%	10/8/2019		249		249,639
AmeriCredit Automobile Receivables Trust 2016-3 A3	1.46%	5/10/2021		1,140		1,134,716
AmeriCredit Automobile Receivables Trust 2016-4 A2A	1.34%	4/8/2020		438		437,865
Avis Budget Rental Car Funding AESOP LLC 2011-5A A†	3.27%	2/20/2018		134		134,241
Avis Budget Rental Car Funding AESOP LLC 2012-2A A†	2.802%	5/20/2018		957		959,458
Avis Budget Rental Car Funding AESOP LLC 2012-3A A†	2.10%	3/20/2019		525		525,673
Avis Budget Rental Car Funding AESOP LLC 2013-1A A†	1.92%	9/20/2019		1,070		1,065,045
Avis Budget Rental Car Funding AESOP LLC 2013-2A A†	2.97%	2/20/2020		535		540,811
Avis Budget Rental Car Funding AESOP LLC 2014-1A A†	2.46%	7/20/2020		592		590,940
Avis Budget Rental Car Funding AESOP LLC 2014-2A A†	2.50%	2/20/2021		758		755,471
Avis Budget Rental Car Funding AESOP LLC 2015-1A A†	2.50%	7/20/2021		970		963,460

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Automobiles (continued)
Avis Budget Rental Car Funding AESOP LLC 2015-2A A†	2.63%	12/20/2021	$	367	$	362,864
BMW Vehicle Lease Trust 2015-1 A3	1.24%	12/20/2017		731		731,225
BMW Vehicle Owner Trust 2013-A A4	1.12%	4/27/2020		119		118,655
California Republic Auto Receivables Trust 2014-3 B	2.66%	8/17/2020		376		378,298
California Republic Auto Receivables Trust 2015-2 A4	1.75%	1/15/2021		525		525,136
California Republic Auto Receivables Trust 2015-2 B	2.53%	6/15/2021		908		900,493
California Republic Auto Receivables Trust 2015-3 B	2.70%	9/15/2021		120		120,157
California Republic Auto Receivables Trust 2016-1 A2	1.50%	12/17/2018		556		556,881
California Republic Auto Receivables Trust 2016-1 A4	2.24%	10/15/2021		1,633		1,642,677
California Republic Auto Receivables Trust 2016-2 A3	1.56%	7/15/2020		183		182,745
California Republic Auto Receivables Trust 2016-2 A4	1.83%	12/15/2021		240		238,655
Capital Auto Receivables Asset Trust 2014-3 B†	2.35%	7/22/2019		938		945,471
Capital Auto Receivables Asset Trust 2015-1 A3	1.61%	6/20/2019		680		681,489
Capital Auto Receivables Asset Trust 2015-2 A1A	0.99%	10/20/2017		61		61,197
Capital Auto Receivables Asset Trust 2015-2 A2	1.39%	9/20/2018		485		485,320
Capital Auto Receivables Asset Trust 2016-2 A3	1.46%	6/22/2020		368		366,936
Capital Auto Receivables Asset Trust 2016-2 A4	1.63%	1/20/2021		193		191,172
CarMax Auto Owner Trust 2014-1 A4	1.32%	7/15/2019		331		331,037
CarMax Auto Owner Trust 2015-2 A2A	0.82%	6/15/2018		27		27,110
CarMax Auto Owner Trust 2015-2 A3	1.37%	3/16/2020		201		201,091
CarMax Auto Owner Trust 2015-4 A3	1.56%	11/16/2020		382		382,263
CarMax Auto Owner Trust 2016-1 A2A	1.30%	4/15/2019		448		447,741
CarMax Auto Owner Trust 2016-3 A2	1.17%	8/15/2019		738		737,654
CarMax Auto Owner Trust 2016-3 A3	1.39%	5/17/2021		553		550,030
CarMax Auto Owner Trust 2016-3 A4	1.60%	1/18/2022		549		541,852
CarMax Auto Owner Trust 2016-4 A2	1.21%	11/15/2019		374		373,334
CarMax Auto Owner Trust 2016-4 A3	1.40%	8/15/2021		173		171,236
CarMax Auto Owner Trust 2016-4 A4	1.60%	6/15/2022		223		219,168
Chesapeake Funding II LLC 2016-2A A1†	1.88%	6/15/2028		811		809,194
Chrysler Capital Auto Receivables Trust 2014-BA A3†	1.27%	5/15/2019		276		275,747

8 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Automobiles (continued)
Chrysler Capital Auto Receivables Trust 2014-BA D†	3.44%	8/16/2021	$	367	$	371,790
Chrysler Capital Auto Receivables Trust 2016-AA A2†	1.47%	4/15/2019		354		354,294
Chrysler Capital Auto Receivables Trust 2016-AA B†	2.88%	2/15/2022		195		197,279
Chrysler Capital Auto Receivables Trust 2016-AA C†	3.25%	6/15/2022		134		133,713
CPS Auto Receivables Trust 2016-B D†	6.58%	3/15/2022		250		261,714
Drive Auto Receivables Trust 2015-AA B†	2.28%	6/17/2019		151		151,052
Drive Auto Receivables Trust 2015-AA C†	3.06%	5/17/2021		242		244,433
Drive Auto Receivables Trust 2015-BA B†	2.12%	6/17/2019		141		141,139
Drive Auto Receivables Trust 2015-CA B†	2.23%	9/16/2019		123		122,987
Drive Auto Receivables Trust 2015-DA C†	3.38%	11/15/2021		585		594,756
Drive Auto Receivables Trust 2015-DA D†	4.59%	1/17/2023		607		623,594
Drive Auto Receivables Trust 2016-BA A2†	1.38%	8/15/2018		404		403,896
Drive Auto Receivables Trust 2016-BA A3†	1.67%	7/15/2019		809		809,770
Drive Auto Receivables Trust 2016-CA B†	2.37%	11/16/2020		284		283,429
Drive Auto Receivables Trust 2016-CA C†	3.02%	11/15/2021		756		756,909
Drive Auto Receivables Trust 2016-CA D†	4.18%	3/15/2024		180		178,836
First Investors Auto Owner Trust 2013-2A D†	3.58%	6/15/2020		261		262,257
First Investors Auto Owner Trust 2015-2A A1†	1.59%	12/16/2019		424		423,903
First Investors Auto Owner Trust 2016-2A A1†	1.53%	11/16/2020		514		513,854
Ford Credit Auto Owner Trust 2013-D A3	0.67%	4/15/2018		29		29,188
Ford Credit Auto Owner Trust 2014-C A3	1.06%	5/15/2019		573		572,270
Ford Credit Auto Owner Trust 2016-B A2A	1.08%	3/15/2019		866		865,845
Ford Credit Auto Owner Trust 2016-C A2A	1.04%	9/15/2019		752		750,504
Ford Credit Auto Owner Trust 2016-C B	1.73%	3/15/2022		356		351,647
Ford Credit Auto Owner Trust 2016-C C	1.93%	4/15/2023		224		220,342
GM Financial Automobile Leasing Trust 2014-2A A3†	1.22%	1/22/2018		109		108,887
Harley-Davidson Motorcycle Trust 2015-2 A4	1.66%	12/15/2022		299		299,825
Honda Auto Receivables Owner Trust 2014-4 A3	0.99%	9/17/2018		530		530,089
Honda Auto Receivables Owner Trust 2015-1 A3	1.05%	10/15/2018		613		612,255
Honda Auto Receivables Owner Trust 2016-4 A2	1.04%	4/18/2019		729		727,385
Huntington Auto Trust 2016-1 A3	1.59%	11/16/2020		863		861,590
Hyundai Auto Receivables Trust 2013-B A4	1.01%	2/15/2019		116		115,936
M&T Bank Auto Receivables Trust 2013-1A A4†	1.57%	8/15/2018		442		442,676
Mercedes-Benz Auto Lease Trust 2016-A A2A	1.34%	7/16/2018		840		840,529

See Notes to Financial Statements. 9

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Automobiles (continued)
Mercedes-Benz Auto Receivables Trust 2016-1 A2A	1.11%		3/15/2019	$	1,425	$	1,424,766
NextGear Floorplan Master Owner Trust 2016-1A A2†	2.74%		4/15/2021		657		660,914
Porsche Financial Auto Securitization Trust 2014-1 A4†	1.14%		12/23/2021		1,228		1,227,932
Porsche Innovative Lease Owner Trust 2014-1 A3†	1.03%		11/20/2017		59		58,867
Santander Drive Auto Receivables Trust 2014-2 C	2.33%		11/15/2019		375		376,936
Santander Drive Auto Receivables Trust 2014-3 C	2.13%		8/17/2020		2,302		2,310,726
Santander Drive Auto Receivables Trust 2014-4 B	1.82%		5/15/2019		293		293,401
Santander Drive Auto Receivables Trust 2014-4 C	2.60%		11/16/2020		638		643,280
Santander Drive Auto Receivables Trust 2015-1 C	2.57%		4/15/2021		1,924		1,941,577
Santander Drive Auto Receivables Trust 2015-5 A3	1.58%		9/16/2019		457		457,539
Santander Drive Auto Receivables Trust 2016-2 A2A	1.38%		7/15/2019		323		323,637
Santander Drive Auto Receivables Trust 2016-2 B	2.08%		2/16/2021		190		190,220
Santander Drive Auto Receivables Trust 2016-3 A2	1.34%		11/15/2019		483		483,179
Santander Drive Auto Receivables Trust 2016-3 B	1.89%		6/15/2021		264		262,681
SunTrust Auto Receivables Trust 2015-1A A2†	0.99%		6/15/2018		118		117,764
SunTrust Auto Receivables Trust 2015-1A A3†	1.42%		9/16/2019		2,091		2,091,022
SunTrust Auto Receivables Trust 2015-1A D†	3.24%		1/16/2023		754		736,780
TCF Auto Receivables Owner Trust 2015-1A A3†	1.49%		12/16/2019		1,117		1,117,709
TCF Auto Receivables Owner Trust 2015-1A B†	2.49%		4/15/2021		791		796,555
TCF Auto Receivables Owner Trust 2016-PT1A B†	2.92%		10/17/2022		443		441,497
Toyota Auto Receivables Owner Trust 2016-B A2A	1.02%		10/15/2018		563		562,714
Wheels SPV 2 LLC 2016-1A A2†	1.59%		5/20/2025		868		864,473
World Omni Automobile Lease Securitization Trust 2014-A A3	1.16%		9/15/2017		177		176,690
Total							57,281,401
Credit Cards 2.59%
Capital One Multi-Asset Execution Trust 2014-A1	1.08%	#	11/15/2019		1,771		1,771,018
Capital One Multi-Asset Execution Trust 2014-A2	1.26%		1/15/2020		424		424,245
Capital One Multi-Asset Execution Trust 2015-A1	1.39%		1/15/2021		370		369,918
Capital One Multi-Asset Execution Trust 2016-A1	1.154%	#	2/15/2022		1,335		1,341,063
Chase Issuance Trust 2014-A1	1.15%		1/15/2019		1,940		1,940,022
Chase Issuance Trust 2014-A6	1.26%		7/15/2019		800		800,561
Chase Issuance Trust 2015-A2	1.59%		2/18/2020		279		279,848
Citibank Credit Card Issuance Trust 2014-A2	1.02%		2/22/2019		1,699		1,698,972
Discover Card Execution Note Trust 2014-A3	1.22%		10/15/2019		2,440		2,440,949
Synchrony Credit Card Master Note Trust 2016-2 B	2.55%		5/15/2024		504		513,608
Total							11,580,204

10 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Home Equity 0.08%
Asset Backed Securities Corp. Home Equity Loan
Trust Series NC 2006-HE4 A5	0.916%	#	5/25/2036	$	33	$	31,832
Meritage Mortgage Loan Trust 2004-2 M3	1.731%	#	1/25/2035		290		278,182
New Century Home Equity Loan Trust 2005-A A6	4.884%		8/25/2035		50		50,412
Total							360,426
Other 7.64%
Ally Master Owner Trust 2012-4 A	1.72%		7/15/2019		821		823,103
Ally Master Owner Trust 2012-5 A	1.54%		9/15/2019		1,129		1,130,774
Ally Master Owner Trust 2014-4 A2	1.43%		6/17/2019		1,402		1,402,964
Ally Master Owner Trust 2014-5 A2	1.60%		10/15/2019		1,114		1,115,912
Apollo Credit Funding IV Ltd. 4A A1†	2.35%	#	4/15/2027		1,000		1,003,008
Ascentium Equipment Receivables Trust 2016-2A A2†	1.46%		4/10/2019		276		275,487
Ascentium Equipment Receivables Trust 2016-2A A3†	1.65%		5/10/2022		283		280,563
Ascentium Equipment Receivables Trust 2016-2A B†	2.50%		9/12/2022		182		179,363
Ballyrock CLO Ltd. 2016-1A A†	2.406%	#	10/15/2028		1,100		1,102,330
BlueMountain CLO Ltd. 2014-4A A1R†	2.232%	#	11/30/2026		1,000		999,942
Carlyle Global Market Strategies CLO Ltd. 2013-2A A1†	2.032%	#	4/18/2025		400		400,160
Carlyle Global Market Strategies CLO Ltd. 2013-4A A2R†	2.40%	#	10/15/2025		350		350,571
Carlyle Global Market Strategies CLO Ltd. 2015-2A A1†	2.356%	#	4/27/2027		850		851,321
Cent CLO Ltd. 2013-19A A1A†	2.217%	#	10/29/2025		850		850,514
CIFC Funding II Ltd. 2014-2A A1L†	2.41%	#	5/24/2026		250		250,650
CNH Equipment Trust 2014-C A3	1.05%		11/15/2019		231		230,644
CNH Equipment Trust 2015-B A4	1.89%		4/15/2022		373		373,802
Dell Equipment Finance Trust 2015-2 A3†	1.72%		9/22/2020		259		259,592
Dell Equipment Finance Trust 2016-1 A3†	1.65%		7/22/2021		100		99,965
Diamond Resorts Owner Trust 2015-2 A†	2.99%		5/22/2028		160		159,164
Diamond Resorts Owner Trust 2016-1 A†	3.08%		11/20/2028		220		218,223
DRB Prime Student Loan Trust 2015-D A2†	3.20%		1/25/2040		983		977,531
Engs Commercial Finance Trust 2015-1A A2†	2.31%		10/22/2021		877		876,444
Ford Credit Floorplan Master Owner Trust 2012-2 A	1.92%		1/15/2019		750		750,206
Ford Credit Floorplan Master Owner Trust 2014-1 A1	1.20%		2/15/2019		720		720,052

See Notes to Financial Statements. 11

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Other (continued)
Fortress Credit BSL II Ltd. 2013-2A A1F†	2.378%	#	10/19/2025	$	200	$	200,210
Fortress Credit BSL Ltd. 2013-1A A†	2.058%	#	1/19/2025		900		900,485
GMF Floorplan Owner Revolving Trust 2015-1 B†	1.97%		5/15/2020		394		393,119
Hempstead CLO LP 2013-1A A1†	2.38%	#	1/15/2026		1,000		1,001,223
Jackson Mill CLO Ltd. 2015-1A A†	2.42%	#	4/15/2027		350		350,415
JFIN Revolver CLO Ltd. 2015-4A A†	2.032%	#	4/22/2020		791		792,208
John Deere Owner Trust 2014-A A3	0.92%		4/16/2018		115		114,646
KKR CLO Ltd. 11-A†	2.40%	#	4/15/2027		1,250		1,251,224
Leaf Receivables Funding 10 LLC 2015-1 A4†	2.03%		8/17/2020		535		535,262
Macquarie Equipment Funding Trust 2014-A A3†	1.23%		7/20/2021		485		484,317
Marathon CLO IV Ltd. 2012-4A A1†	2.301%	#	5/20/2023		430		430,323
NCF Dealer Floorplan Master Trust 2016-1A B†	6.062%	#	3/21/2022		178		174,481
NCF Dealer Floorplan Master Trust 2016-1A C†	9.062%	#	3/21/2022		698		702,920
Nissan Master Owner Trust Receivables 2016-A A2	1.54%		6/15/2021		321		319,143
Oaktree CLO Ltd. 2014-2A A1A†	2.411%	#	10/20/2026		1,000		999,552
Oaktree EIF I Series Ltd. 2015-A1 B†	3.482%	#	10/18/2027		900		904,412
Octagon Investment Partners XIX Ltd. 2014-1A A†	2.40%	#	4/15/2026		500		500,853
OneMain Financial Issuance Trust 2016-1A A†	3.66%		2/20/2029		315		318,680
OZLM Funding Ltd. 2012-1A A1R†	2.402%	#	7/22/2027		1,400		1,399,001
OZLM Funding Ltd. 2012-1A A2R†	3.232%	#	7/22/2027		750		751,261
OZLM VII Ltd. 2014-7A A1B†	2.37%	#	7/17/2026		1,000		1,000,679
OZLM VIII Ltd. 2014-8A A1A†	2.32%	#	10/17/2026		410		409,586
PFS Financing Corp. 2016-BA A†	1.87%		10/15/2021		237		234,926
Sheridan Square CLO Ltd. 2013-1A A1†	1.93%	#	4/15/2025		500		499,161
SLM Private Education Loan Trust 2010-A 2A†	3.954%	#	5/16/2044		36		37,636
SLM Private Education Loan Trust 2012-A A1†	2.104%	#	8/15/2025		13		12,881
SLM Private Education Loan Trust 2012-E A1†	1.454%	#	10/16/2023		35		35,245
SLM Student Loan Trust 2011-1 A1	1.276%	#	3/25/2026		27		27,109
Sound Point CLO IV Ltd. 2013-3A A†	2.251%	#	1/21/2026		2,000		1,997,674
Tryon Park CLO Ltd. 2013-1A A1†	2.00%	#	7/15/2025		800		798,615
Venture XVIII CLO Ltd. 2014-18A A†	2.33%	#	10/15/2026		500		500,603
Wells Fargo Dealer Floorplan Master Note Trust 2012-2 A	1.489%	#	4/22/2019		337		337,410
Westchester CLO Ltd. 2007-1A A1A†	1.111%	#	8/1/2022		54		53,779
Total							34,151,324
Total Asset-Backed Securities (cost $103,338,495)							103,373,355

12 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
CORPORATE BONDS 24.03%
Aerospace/Defense 0.00%
Embraer SA (Brazil)(a)	5.15%		6/15/2022	$	10	$	10,432
Air Transportation 0.06%
Air Canada (Canada)†(a)	7.75%		4/15/2021		70		78,575
American Airlines 2013-2 Class B Pass-Through Trust†	5.60%		1/15/2022		188		194,957
Total							273,532
Auto Parts: Original Equipment 0.12%
International Automotive Components Group SA (Luxembourg)†(a)	9.125%		6/1/2018		280		274,400
MPG Holdco I, Inc.	7.375%		10/15/2022		253		265,650
Total							540,050
Automotive 0.56%
Ford Motor Co.	6.375%		2/1/2029		57		65,159
Ford Motor Co.	7.45%		7/16/2031		626		787,527
General Motors Co.	6.60%		4/1/2036		1,439		1,649,418
Total							2,502,104
Banks: Regional 4.47%
Banco de Bogota SA (Colombia)†(a)	6.25%		5/12/2026		400		409,000
Banco de Credito e Inversiones (Chile)†(a)	4.00%		2/11/2023		400		408,788
Bank of America Corp.	3.95%		4/21/2025		400		398,894
Bank of America Corp.	4.20%		8/26/2024		728		742,823
Bank of America Corp.	4.25%		10/22/2026		314		318,435
Bank of America Corp.	4.45%		3/3/2026		315		325,229
BBVA Banco Continental SA (Peru)†(a)	5.25%	#	9/22/2029		200		206,000
Citigroup, Inc.	4.45%		9/29/2027		89		90,602
Citigroup, Inc.	4.60%		3/9/2026		359		371,750
Citigroup, Inc.	5.50%		9/13/2025		1,389		1,529,189
Goldman Sachs Group, Inc. (The)	6.25%		2/1/2041		338		420,401
Goldman Sachs Group, Inc. (The)	6.75%		10/1/2037		1,123		1,390,937
Intesa Sanpaolo SpA (Italy)†(a)	5.71%		1/15/2026		523		499,951
JPMorgan Chase & Co.	2.112%	#	10/24/2023		1,147		1,170,987
JPMorgan Chase & Co.	3.90%		7/15/2025		559		575,416
JPMorgan Chase & Co.	4.25%		10/1/2027		627		645,584
Lloyds Banking Group plc (United Kingdom)(a)	4.582%		12/10/2025		743		747,950
Morgan Stanley	3.125%		7/27/2026		482		461,431

See Notes to Financial Statements. 13

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Banks: Regional (continued)
Morgan Stanley	3.875%		1/27/2026	$	366	$	370,401
Morgan Stanley	4.00%		7/23/2025		770		790,688
Morgan Stanley	7.25%		4/1/2032		84		114,101
Santander UK Group Holdings plc (United Kingdom)†(a)	4.75%		9/15/2025		545		535,163
Santander UK plc (United Kingdom)(a)	7.95%		10/26/2029		862		1,013,193
Toronto-Dominion Bank (The) (Canada)(a)	3.625%	#	9/15/2031		309		302,351
Turkiye Garanti Bankasi AS (Turkey)†(a)	6.25%		4/20/2021		200		203,816
UBS Group Funding Jersey Ltd. (Jersey)†(a)	4.125%		4/15/2026		1,931		1,978,674
Wells Fargo & Co.	3.00%		10/23/2026		914		871,585
Wells Fargo & Co.	4.10%		6/3/2026		673		682,671
Wells Fargo Bank NA	5.85%		2/1/2037		880		1,038,497
Wells Fargo Bank NA	6.60%		1/15/2038		437		556,924
Westpac Banking Corp. (Australia)(a)	4.322%	#	11/23/2031		812		816,213
Total							19,987,644
Beverages 0.49%
Anheuser-Busch InBev Finance, Inc.	4.70%		2/1/2036		1,264		1,333,721
Becle SA de CV (Mexico)†(a)	3.75%		5/13/2025		350		334,147
Central American Bottling Corp. (Guatemala)†(a)	6.75%		2/9/2022		205		210,125
Corporacion Lindley SA (Peru)†(a)	4.625%		4/12/2023		27		27,675
Fomento Economico Mexicano SAB de CV (Mexico)(a)	4.375%		5/10/2043		300		286,174
Total							2,191,842
Building Materials 0.32%
Standard Industries, Inc.†	5.50%		2/15/2023		272		282,907
Standard Industries, Inc.†	6.00%		10/15/2025		1,086		1,148,445
Total							1,431,352
Business Services 0.02%
Brand Energy & Infrastructure Services, Inc.†	8.50%		12/1/2021		91		93,503
Chemicals 0.62%
Blue Cube Spinco, Inc.	10.00%		10/15/2025		1,143		1,385,887
Chemours Co. (The)	7.00%		5/15/2025		269		266,310
Equate Petrochemical BV (Netherlands)†(a)	4.25%		11/3/2026		700		670,278
GCP Applied Technologies, Inc.†	9.50%		2/1/2023		94		108,100
Mexichem SAB de CV (Mexico)†(a)	4.875%		9/19/2022		205		214,225
Valvoline, Inc.†	5.50%		7/15/2024		116		120,350
Total							2,765,150

14 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Computer Hardware 0.31%
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	6.02%	6/15/2026	$	563	$	610,981
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	7.125%	6/15/2024		294		326,576
Diamond 1 Finance Corp./Diamond 2 Finance Corp.†	8.10%	7/15/2036		392		467,533
Total						1,405,090
Computer Software 0.03%
Camelot Finance SA (Luxembourg)†(a)	7.875%	10/15/2024		141		146,288
Containers 0.05%
Coveris Holdings SA (Luxembourg)†(a)	7.875%	11/1/2019		200		199,500
Drugs 0.32%
Forest Laboratories LLC†	5.00%	12/15/2021		790		855,032
Mylan N.V.†	3.95%	6/15/2026		625		586,037
Total						1,441,069
Electric: Power 0.92%
AES Gener SA (Chile)†(a)	5.00%	7/14/2025		400		397,758
Appalachian Power Co.	7.00%	4/1/2038		529		699,775
Berkshire Hathaway Energy Co.	6.50%	9/15/2037		560		731,231
Dominion Resources, Inc.	7.00%	6/15/2038		266		340,765
Exelon Generation Co. LLC	5.60%	6/15/2042		390		362,259
Exelon Generation Co. LLC	6.25%	10/1/2039		692		698,863
Massachusetts Electric Co.†	4.004%	8/15/2046		475		457,215
Origin Energy Finance Ltd. (Australia)†(a)	3.50%	10/9/2018		375		379,575
Red Oak Power LLC	8.54%	11/30/2019		52		52,368
Total						4,119,809
Electrical Equipment 0.13%
QUALCOMM, Inc.	4.65%	5/20/2035		567		600,490
Engineering & Contracting Services 0.25%
China Railway Resources Huitung Ltd. (Hong Kong)(a)	3.85%	2/5/2023		900		911,608
Mexico City Airport Trust (Mexico)†(a)	4.25%	10/31/2026		200		196,500
Total						1,108,108
Entertainment 0.35%
AMC Entertainment Holdings, Inc.	5.75%	6/15/2025		448		460,320
CCM Merger, Inc.†	9.125%	5/1/2019		188		195,678
Eldorado Resorts, Inc.	7.00%	8/1/2023		100		106,500

See Notes to Financial Statements. 15

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Entertainment (continued)
Mohegan Tribal Gaming Authority†	7.875%	10/15/2024	$	409	$	418,714
Seminole Tribe of Florida, Inc.†	6.535%	10/1/2020		390		393,900
Total						1,575,112
Financial Services 1.05%
Affiliated Managers Group, Inc.	3.50%	8/1/2025		125		118,158
Affiliated Managers Group, Inc.	4.25%	2/15/2024		248		249,675
International Lease Finance Corp.	5.875%	4/1/2019		1,398		1,488,143
Nationstar Mortgage LLC/Nationstar Capital Corp.	7.875%	10/1/2020		386		401,440
Navient Corp.	6.625%	7/26/2021		182		192,920
Neuberger Berman Group LLC/Neuberger Berman Finance Corp.†	5.875%	3/15/2022		749		775,215
OM Asset Management plc (United Kingdom)(a)	4.80%	7/27/2026		489		464,184
Scottrade Financial Services, Inc.†	6.125%	7/11/2021		868		982,368
Total						4,672,103
Food 0.18%
Arcor SAIC (Argentina)†(a)	6.00%	7/6/2023		297		310,365
Gruma SAB de CV (Mexico)†(a)	4.875%	12/1/2024		200		209,600
Kraft Heinz Foods Co.	6.875%	1/26/2039		217		273,481
Total						793,446
Health Care Services 0.12%
Acadia Healthcare Co., Inc.	5.625%	2/15/2023		274		275,370
Acadia Healthcare Co., Inc.	6.50%	3/1/2024		60		61,500
MPH Acquisition Holdings LLC†	7.125%	6/1/2024		97		102,345
Surgical Care Affiliates, Inc.†	6.00%	4/1/2023		91		94,412
Total						533,627
Household Equipment/Products 0.14%
Central Garden & Pet Co.	6.125%	11/15/2023		513		543,780
Kimberly-Clark de Mexico SAB de CV (Mexico)†(a)	3.80%	4/8/2024		100		98,976
Total						642,756
Insurance 0.39%
Lincoln National Corp.	6.30%	10/9/2037		100		118,506
Teachers Insurance & Annuity Association of America†	4.90%	9/15/2044		945		1,024,653
Willis North America, Inc.	7.00%	9/29/2019		524		583,364
Total						1,726,523

16 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Leisure 0.36%
Carlson Travel, Inc.†	6.75%	12/15/2023	$	236	$	246,030
Carnival plc (United Kingdom)(a)	7.875%	6/1/2027		277		351,101
Royal Caribbean Cruises Ltd.	7.50%	10/15/2027		870		1,030,950
Total						1,628,081
Lodging 0.19%
Caesar’s Entertainment Resort Properties LLC/Caesar’s Entertainment Resort Properties Finance, Inc.	11.00%	10/1/2021		526		577,285
Sugarhouse HSP Gaming Prop. Mezz. LP/Sugarhouse HSP Gaming Finance Corp.†	6.375%	6/1/2021		269		269,672
Total						846,957
Machinery: Agricultural 0.02%
Reynolds American, Inc.	8.125%	5/1/2040		78		104,464
Machinery: Industrial/Specialty 0.07%
SPX FLOW, Inc.†	5.625%	8/15/2024		300		303,000
Manufacturing 0.24%
Gates Global LLC/Gates Global Co.†	6.00%	7/15/2022		537		527,871
Trinity Industries, Inc.	4.55%	10/1/2024		559		538,333
Total						1,066,204
Media 2.19%
21st Century Fox America, Inc.	6.20%	12/15/2034		106		124,881
21st Century Fox America, Inc.	6.90%	8/15/2039		753		948,567
Block Communications, Inc.†	7.25%	2/1/2020		195		198,413
Cablevision Systems Corp.	5.875%	9/15/2022		453		442,808
CCO Holdings LLC/CCO Holdings Capital Corp.†	5.75%	2/15/2026		278		288,425
Comcast Corp.	6.95%	8/15/2037		489		668,190
Cox Communications, Inc.†	8.375%	3/1/2039		716		895,426
CSC Holdings LLC†	10.875%	10/15/2025		206		245,655
Discovery Communications LLC	6.35%	6/1/2040		583		621,016
DISH DBS Corp.	7.75%	7/1/2026		397		448,610
Globo Comunicacao e Participacoes SA (Brazil)†(a)	4.875%	4/11/2022		800		802,240
Grupo Televisa SAB (Mexico)(a)	6.625%	1/15/2040		335		353,155
Myriad International Holdings BV (Netherlands)†(a)	5.50%	7/21/2025		350		353,703
SFR Group SA (France)†(a)	6.00%	5/15/2022		500		515,000
Time Warner Cable, Inc.	7.30%	7/1/2038		1,032		1,273,271
Time Warner Entertainment Co. LP	8.375%	7/15/2033		320		420,307

See Notes to Financial Statements. 17

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Media (continued)
Univision Communications, Inc.†	5.125%	2/15/2025	$	24	$	23,040
Viacom, Inc.	4.85%	12/15/2034		44		39,337
Viacom, Inc.	6.875%	4/30/2036		553		604,680
VTR Finance BV (Netherlands)†(a)	6.875%	1/15/2024		507		524,745
Total						9,791,469
Metal Fabricating 0.04%
Grinding Media, Inc./MC Grinding Media Canada, Inc.†	7.375%	12/15/2023		180		189,558
Metals & Minerals: Miscellaneous 1.32%
Aleris International, Inc.†	9.50%	4/1/2021		160		172,400
Barrick Gold Corp. (Canada)(a)	4.10%	5/1/2023		91		93,481
Barrick International Barbados Corp. (Barbados)†(a)	6.35%	10/15/2036		158		164,385
Coeur Mining, Inc.	7.875%	2/1/2021		108		112,590
Corp. Nacional del Cobre de Chile (Chile)†(a)	4.50%	9/16/2025		1,200		1,221,233
Freeport-McMoRan, Inc.	3.875%	3/15/2023		490		452,025
Glencore Finance Canada Ltd. (Canada)†(a)	6.00%	11/15/2041		648		643,574
Glencore Funding LLC†	4.625%	4/29/2024		88		90,310
Goldcorp, Inc. (Canada)(a)	5.45%	6/9/2044		427		420,310
HudBay Minerals, Inc. (Canada)†(a)	7.25%	1/15/2023		72		74,700
HudBay Minerals, Inc. (Canada)†(a)	7.625%	1/15/2025		107		111,481
MMC Norilsk Nickel OJSC via MMC Finance DAC (Ireland)†(a)	6.625%	10/14/2022		440		491,480
New Gold, Inc. (Canada)†(a)	6.25%	11/15/2022		820		844,600
Teck Resources Ltd. (Canada)(a)	4.75%	1/15/2022		986		993,395
Total						5,885,964
Natural Gas 0.17%
Dominion Gas Holdings LLC	4.60%	12/15/2044		776		775,117
Oil 1.92%
Afren plc (United Kingdom)†(a)(b)	6.625%	12/9/2020		244		1,269
Delek & Avner Tamar Bond Ltd. (Israel)†(a)	5.412%	12/30/2025		137		138,713
Eni SpA (Italy)†(a)	5.70%	10/1/2040		1,650		1,639,783
EP Energy LLC/Everest Acquisition Finance, Inc.†	8.00%	11/29/2024		761		821,652
Gazprom OAO via Gaz Capital SA (Luxembourg)†(a)	4.95%	2/6/2028		200		197,176
Helmerich & Payne International Drilling Co.	4.65%	3/15/2025		150		155,248
Kerr-McGee Corp.	7.125%	10/15/2027		36		41,214
Kerr-McGee Corp.	7.875%	9/15/2031		528		677,710
LUKOIL International Finance BV (Netherlands)†(a)	4.563%	4/24/2023		450		455,215

18 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Oil (continued)
LUKOIL International Finance BV (Netherlands)†(a)	6.656%		6/7/2022	$	100	$	111,604
MEG Energy Corp. (Canada)†(a)	6.375%		1/30/2023		14		12,530
MEG Energy Corp. (Canada)†(a)	7.00%		3/31/2024		450		409,500
Murphy Oil Corp.	6.875%		8/15/2024		92		98,210
Noble Holding International Ltd.	7.75%		1/15/2024		676		637,536
Petrobras Global Finance BV (Netherlands)(a)	4.375%		5/20/2023		358		313,680
Petroleos Mexicanos (Mexico)(a)	4.50%		1/23/2026		680		621,180
Precision Drilling Corp. (Canada)†(a)	7.75%		12/15/2023		196		207,760
Shell International Finance BV (Netherlands)(a)	6.375%		12/15/2038		161		208,029
Sinopec Group Overseas Development Ltd.†	4.375%		10/17/2023		364		381,442
Tengizchevroil Finance Co. International Ltd. (Kazakhstan)†(a)	4.00%		8/15/2026		500		471,187
Valero Energy Corp.	10.50%		3/15/2039		327		501,467
YPF SA (Argentina)†(a)	8.50%		7/28/2025		481		488,936
Total							8,591,041
Oil: Crude Producers 1.65%
Enbridge Energy Partners LP	9.875%		3/1/2019		707		803,931
Energy Transfer Partners LP	7.50%		7/1/2038		897		1,043,004
GNL Quintero SA (Chile)†(a)	4.634%		7/31/2029		200		197,500
Gulfstream Natural Gas System LLC†	4.60%		9/15/2025		370		384,011
IFM US Colonial Pipeline 2 LLC†	6.45%		5/1/2021		370		403,234
Kinder Morgan Energy Partners LP	7.40%		3/15/2031		57		67,597
Kinder Morgan, Inc.	7.75%		1/15/2032		1,383		1,698,822
Kinder Morgan, Inc.	7.80%		8/1/2031		157		194,551
Regency Energy Partners LP/Regency Energy Finance Corp.	5.00%		10/1/2022		23		24,402
Regency Energy Partners LP/Regency Energy Finance Corp.	5.875%		3/1/2022		137		150,870
Ruby Pipeline LLC†	6.00%		4/1/2022		899		923,770
Tennessee Gas Pipeline Co. LLC	8.375%		6/15/2032		67		83,695
Tesoro Logistics LP/Tesoro Logistics Finance Corp.	5.25%		1/15/2025		185		189,625
Transportadora de Gas Internacional SA ESP (Colombia)†(a)	5.70%		3/20/2022		200		207,000
Williams Cos., Inc. (The)	8.75%		3/15/2032		811		983,337
Total							7,355,349
Oil: Integrated Domestic 0.77%
FTS International, Inc.†	8.463%	#	6/15/2020		586		586,732
Halliburton Co.	6.70%		9/15/2038		114		142,501

See Notes to Financial Statements. 19

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Oil: Integrated Domestic (continued)
Halliburton Co.	7.45%	9/15/2039	$	227	$	305,870
National Oilwell Varco, Inc.	2.60%	12/1/2022		275		255,196
Oceaneering International, Inc.	4.65%	11/15/2024		451		445,571
Transocean Proteus Ltd.†	6.25%	12/1/2024		401		406,766
Trinidad Drilling Ltd. (Canada)†(a)	7.875%	1/15/2019		501		502,252
Weatherford International Ltd.	9.875%	3/1/2039		795		791,025
Total						3,435,913
Real Estate Investment Trusts 1.27%
Communications Sales & Leasing, Inc./CSL Capital LLC	8.25%	10/15/2023		620		660,300
EPR Properties	4.75%	12/15/2026		665		659,794
EPR Properties	5.25%	7/15/2023		1,150		1,196,839
Equinix, Inc.	5.875%	1/15/2026		207		218,385
MGM Growth Properties Operating Partnership LP/MGP Finance Co-Issuer, Inc.†	5.625%	5/1/2024		224		235,200
Omega Healthcare Investors, Inc.	4.95%	4/1/2024		127		128,875
Omega Healthcare Investors, Inc.	5.875%	3/15/2024		639		659,229
VEREIT Operating Partnership LP	3.00%	2/6/2019		1,919		1,919,000
Total						5,677,622
Retail 0.36%
New Albertson’s, Inc.	7.45%	8/1/2029		198		188,100
PetSmart, Inc.†	7.125%	3/15/2023		367		375,258
PVH Corp.	7.75%	11/15/2023		561		654,967
Tops Holding LLC/Top Markets II Corp.†	8.00%	6/15/2022		470		406,550
Total						1,624,875
Retail: Specialty 0.04%
Revlon Consumer Products Corp.	6.25%	8/1/2024		186		191,115
Technology 0.85%
Alibaba Group Holding Ltd. (China)(a)	3.60%	11/28/2024		965		957,092
Amazon.com, Inc.	4.80%	12/5/2034		1,388		1,532,323
Baidu, Inc. (China)(a)	3.50%	11/28/2022		200		200,895
Netflix, Inc.†	4.375%	11/15/2026		605		587,606
Tencent Holdings Ltd. (China)†(a)	3.375%	5/2/2019		510		521,804
Total						3,799,720
Telecommunications 1.27%
AT&T, Inc.	6.00%	8/15/2040		1,281		1,412,545
AT&T, Inc.	6.50%	9/1/2037		803		947,232

20 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Telecommunications (continued)
Digicel Group Ltd. (Jamaica)†(a)	7.125%	4/1/2022	$	400	$	312,296
Digicel Ltd. (Jamaica)†(a)	6.75%	3/1/2023		200		181,326
Frontier Communications Corp.	11.00%	9/15/2025		53		54,921
GTH Finance BV (Netherlands)†(a)	7.25%	4/26/2023		200		215,146
Millicom International Cellular SA (Luxembourg)†(a)	4.75%	5/22/2020		200		203,250
MTN Mauritius Investment Ltd. (Mauritius)†(a)	4.755%	11/11/2024		200		184,240
Ooredoo International Finance Ltd.†	3.75%	6/22/2026		300		294,324
Sprint Corp.	7.125%	6/15/2024		745		769,213
T-Mobile USA, Inc.	6.542%	4/28/2020		440		453,750
Verizon Communications, Inc.	5.05%	3/15/2034		350		369,622
Verizon Communications, Inc.	6.40%	9/15/2033		232		280,671
Total						5,678,536
Transportation: Miscellaneous 0.21%
Autoridad del Canal de Panama (Panama)†(a)	4.95%	7/29/2035		200		212,000
Florida East Coast Holdings Corp.†	6.75%	5/1/2019		496		514,600
XPO Logistics, Inc.†	6.125%	9/1/2023		180		188,775
Total						915,375
Utilities 0.19%
Aquarion Co.†	4.00%	8/15/2024		824		824,302
Total Corporate Bonds (cost $107,246,871)						107,444,192
FOREIGN GOVERNMENT OBLIGATIONS 3.62%
Argentina 0.14%
Provincia de Mendoza†(a)	8.375%	5/19/2024		400		413,000
Republic of Argentina(a)	8.28%	12/31/2033		206		221,042
Total						634,042
Bahamas 0.07%
Commonwealth of Bahamas†(a)	6.95%	11/20/2029		300		325,737
Bermuda 0.09%
Government of Bermuda†	3.717%	1/25/2027		430		408,500
Brazil 0.16%
Federal Republic of Brazil(a)	4.25%	1/7/2025		600		561,750
Federal Republic of Brazil(a)	5.00%	1/27/2045		200		163,240
Total						724,990

See Notes to Financial Statements. 21

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate	Maturity Date	Principal Amount (000)		Fair Value
Chile 0.37%
Republic of Chile(a)	3.125%	3/27/2025	$	356	$	353,473
Republic of Chile(a)	3.125%	1/21/2026		1,300		1,283,750
Total						1,637,223
Dominican Republic 0.05%
Dominican Republic†(a)	6.85%	1/27/2045		250		237,430
Ethiopia 0.04%
Republic of Ethiopia†(a)	6.625%	12/11/2024		200		184,992
Honduras 0.12%
Honduras Government†(a)	7.50%	3/15/2024		500		536,700
Hungary 0.10%
Republic of Hungary(a)	5.375%	3/25/2024		420		459,121
Indonesia 0.36%
Perusahaan Penerbit SBSN†(a)	4.00%	11/21/2018		200		207,500
Perusahaan Penerbit SBSN†(a)	4.325%	5/28/2025		275		274,643
Republic of Indonesia†(a)	3.70%	1/8/2022		200		200,949
Republic of Indonesia†(a)	4.35%	1/8/2027		645		647,981
Republic of Indonesia†(a)	5.875%	1/15/2024		250		276,451
Total						1,607,524
Ivory Coast 0.04%
Ivory Coast Bond†(a)	6.375%	3/3/2028		200		195,875
Latvia 0.06%
Republic of Latvia†(a)	5.25%	6/16/2021		258		287,182
Lithuania 0.15%
Republic of Lithuania†(a)	7.375%	2/11/2020		592		676,212
Mexico 0.42%
United Mexican States(a)	4.00%	10/2/2023		1,864		1,873,134
Panama 0.09%
Republic of Panama(a)	4.00%	9/22/2024		200		204,500
Republic of Panama(a)	6.70%	1/26/2036		142		173,027
Total						377,527
Paraguay 0.24%
Republic of Paraguay†(a)	4.625%	1/25/2023		1,050		1,064,742

22 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
Peru 0.14%
Republic of Peru(a)	4.125%		8/25/2027	$	583	$	608,506
Qatar 0.32%
State of Qatar†(a)	3.25%		6/2/2026		1,475		1,426,453
Romania 0.01%
Republic of Romania†(a)	6.125%		1/22/2044		49		57,385
Russia 0.19%
Russia Eurobonds†(a)	4.875%		9/16/2023		800		845,346
Sri Lanka 0.09%
Republic of Sri Lanka†(a)	6.25%		7/27/2021		200		203,711
Republic of Sri Lanka†(a)	6.85%		11/3/2025		200		197,406
Total							401,117
Trinidad And Tobago 0.05%
Republic of Trinidad & Tobago†(a)	4.375%		1/16/2024		200		198,890
Turkey 0.30%
Republic of Turkey(a)	3.25%		3/23/2023		220		195,479
Republic of Turkey(a)	5.625%		3/30/2021		616		633,094
Republic of Turkey(a)	5.75%		3/22/2024		510		513,383
Total							1,341,956
Uruguay 0.02%
Republic of Uruguay PIK(a)	7.875%		1/15/2033		61		77,095
Total Foreign Government Obligations (cost $16,659,930)							16,187,679
GOVERNMENT SPONSORED ENTERPRISES BONDS 4.12%
Federal Home Loan Mortgage Corp.	0.75%		4/9/2018		11,929		11,886,473
Federal Home Loan Mortgage Corp.	0.875%		3/7/2018		6,532		6,524,286
Total Government Sponsored Enterprises Bonds (cost $18,454,876)							18,410,759
GOVERNMENT SPONSORED ENTERPRISES COLLATERALIZED MORTGAGE OBLIGATIONS 0.71%
Federal Home Loan Mortgage Corp. Q001 XA IO	2.335%	#	2/25/2032		2,907		482,163
Government National Mortgage Assoc. 2014-78 A	2.20%		4/16/2047		36		35,632
Government National Mortgage Assoc. 2015-47 AE	2.90%	#	11/16/2055		1,407		1,409,786
Government National Mortgage Assoc. 2015-48 AS	2.90%	#	2/16/2049		866		875,888
Government National Mortgage Assoc. 2015-73 AC	2.90%	#	2/16/2053		361		363,040
Total Government Sponsored Enterprises Collateralized Mortgage Obligations (cost $3,227,000)							3,166,509

See Notes to Financial Statements. 23

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
GOVERNMENT SPONSORED ENTERPRISES PASS-THROUGHS 19.58%
Federal Home Loan Mortgage Corp.	3.50%		2/1/2046 - 3/1/2046	$	2,823	$	2,901,726
Federal Home Loan Mortgage Corp.	4.00%		12/1/2044		1,234		1,311,724
Federal Home Loan Mortgage Corp.	5.00%		9/1/2019 - 6/1/2026		253		260,276
Federal National Mortgage Assoc. (c)	3.00%		TBA		32,804		32,875,832
Federal National Mortgage Assoc.	3.14%	#	3/1/2042		1,162		1,225,146
Federal National Mortgage Assoc.	3.50%		4/1/2043 - 4/1/2046		17,118		17,618,622
Federal National Mortgage Assoc.(c)	3.50%		TBA		8,290		8,497,250
Federal National Mortgage Assoc.	4.00%		10/1/2040 - 11/1/2044		4,173		4,404,647
Federal National Mortgage Assoc.(c)	4.00%		TBA		13,800		14,509,137
Federal National Mortgage Assoc.(c)	4.50%		TBA		2,250		2,420,420
Federal National Mortgage Assoc.	5.50%		11/1/2034 - 9/1/2036		1,363		1,527,093
Total Government Sponsored Enterprises Pass-Throughs (cost $89,030,702)							87,551,873
MUNICIPAL BONDS 0.34%
Miscellaneous
Municipal Elec Auth of Georgia	7.055%		4/1/2057		557		633,677
North Texas Tollway Auth	8.91%		2/1/2030		538		631,015
Pennsylvania	5.35%		5/1/2030		235		256,079
Total Municipal Bonds (cost $1,491,657)							1,520,771
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES 3.02%
Banc of America Commercial Mortgage Trust 2015-UBS7 C	4.366%	#	9/15/2048		94		91,699
CGBAM Commercial Mortgage Trust 2015-SMRT B†	3.213%		4/10/2028		212		212,595
CGBAM Commercial Mortgage Trust 2015-SMRT C†	3.516%		4/10/2028		159		159,522
Citigroup Commercial Mortgage Trust 2016-GC36 D†	2.85%		2/10/2049		1,250		863,746
Citigroup Commercial Mortgage Trust 2016-P3 C	4.836%	#	4/15/2049		260		263,790
Citigroup Commercial Mortgage Trust 2016-P3 D†	2.804%	#	4/15/2049		203		145,357
Citigroup Commercial Mortgage Trust 2016-P4 C	3.977%	#	7/10/2049		506		476,370
COBALT CMBS Commercial Mortgage Trust 2007-C2 AMFX	5.526%	#	4/15/2047		165		168,094
Commercial Mortgage Pass-Through Certificates 2014-CR19 XA IO	1.265%	#	8/10/2047		745		44,359

24 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Commercial Mortgage Pass-Through Certificates 2015-LC23 C	4.646%	#	10/10/2053	$	350	$	345,036
Commercial Mortgage Pass-Through Certificates 2015-LC23 D†	3.646%	#	10/10/2053		606		485,742
Commercial Mortgage Pass-Through Certificates 2015-PC1 B	4.591%	#	7/10/2050		178		176,152
Commercial Mortgage Pass-Through Certificates 2015-PC1 C	4.591%	#	7/10/2050		410		353,194
Commercial Mortgage Pass-Through Certificates 2016-SAVA A†	2.424%	#	10/15/2034		1,073		1,079,460
CSAIL Commercial Mortgage Trust 2015-C2 C	4.211%	#	6/15/2057		700		665,271
DBWF Mortgage Trust 2015-LCM D†	3.421%	#	6/10/2034		257		228,328
GAHR Commercial Mortgage Trust 2015-NRF DFX†	3.382%	#	12/15/2034		278		276,679
GS Mortgage Securities Trust 2014-GC26 D†	4.511%	#	11/10/2047		117		95,342
GS Mortgage Securities Trust 2015-GC32 C	4.412%	#	7/10/2048		195		193,321
Hudsons Bay Simon JV Trust 2015-HB7 B7†	4.666%		8/5/2034		668		669,621
Hudsons Bay Simon JV Trust 2015-HB7 D7†	5.159%	#	8/5/2034		629		591,743
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C19 AS	4.243%	#	4/15/2047		300		318,241
JPMorgan Chase Commercial Mortgage Securities Trust 2014-C26 D†	3.926%	#	1/15/2048		112		90,233
JPMorgan Chase Commercial Mortgage Securities Trust 2015-C30 C	4.31%	#	7/15/2048		157		138,749
MASTR Asset Securitization Trust 2006-3 1A3	6.00%		10/25/2036		8		7,721
MASTR Asset Securitization Trust 2006-3 1A8	6.00%		10/25/2036		18		17,356
Merrill Lynch Mortgage Investors Trust 2006-AF2 AF1	6.25%		10/25/2036		20		16,868
Morgan Stanley Bank of America Merrill Lynch Trust 2015-C23 XA IO	0.751%	#	7/15/2050		19,745		766,586
Motel 6 Trust 2015-MTL6 D†	4.532%		2/5/2030		1,012		1,017,718
SFAVE Commercial Mortgage Securities Trust 2015-5AVE A2B†	4.144%	#	1/5/2043		250		249,899
Structured Asset Securities Corp. 2006-3H 1A2	5.75%		12/25/2035		12		12,175
UBS-BAMLL Trust 2012-WRM E†	4.379%	#	6/10/2030		595		560,034
UBS-Barclays Commercial Mortgage Trust 2012-C3 B†	4.365%	#	8/10/2049		200		210,633
Wells Fargo Commercial Mortgage Trust 2013-120B D†	2.71%	#	3/18/2028		44		42,597
Wells Fargo Commercial Mortgage Trust 2013-LC12 D†	4.296%	#	7/15/2046		364		320,288

See Notes to Financial Statements. 25

Schedule of Investments (continued)

December 31, 2016

Investments	Interest Rate		Maturity Date	Principal Amount (000)		Fair Value
NON-AGENCY COMMERCIAL MORTGAGE-BACKED SECURITIES (continued)
Wells Fargo Commercial Mortgage Trust 2015-C28 D	4.136%	#	5/15/2048	$	1,489	$	1,121,713
Wells Fargo Commercial Mortgage Trust 2016-C35 C	4.176%	#	7/15/2048		750		711,730
Wells Fargo Commercial Mortgage Trust 2016-NXS5 E†	4.882%	#	1/15/2059		434		324,646
Total Non-Agency Commercial Mortgage-Backed Securities (cost $13,614,990)							13,512,608
U.S. TREASURY OBLIGATIONS 33.31%
U.S. Treasury Bond	2.25%		8/15/2046		18,246		15,342,332
U.S. Treasury Bond	3.00%		5/15/2045		3,493		3,446,676
U.S. Treasury Inflation Indexed Note(d)	0.625%		1/15/2026		4,883		4,928,440
U.S. Treasury Note	0.875%		10/15/2017		21,041		21,046,744
U.S. Treasury Note	1.25%		11/15/2018		6,676		6,687,216
U.S. Treasury Note	1.25%		3/31/2021		5,378		5,254,580
U.S. Treasury Note	1.25%		10/31/2021		11,576		11,226,463
U.S. Treasury Note	1.375%		6/30/2018		16,296		16,374,302
U.S. Treasury Note	1.375%		5/31/2021		2,934		2,876,065
U.S. Treasury Note	1.75%		10/31/2020		4,159		4,168,017
U.S. Treasury Note	1.75%		11/30/2021		21,300		21,143,999
U.S. Treasury Note	2.00%		12/31/2021		4,650		4,667,530
U.S. Treasury Note	2.00%		11/15/2026		10,815		10,407,112
U.S. Treasury Note	2.125%		8/15/2021		16,842		17,004,828
U.S. Treasury Note	2.625%		11/15/2020		4,247		4,390,421
Total U.S. Treasury Obligations (cost $150,391,441)							148,964,725
Total Long-Term Investments (cost $503,455,962)						$	500,132,471

26 See Notes to Financial Statements.

Schedule of Investments (continued)

December 31, 2016

	Principal
	Amount		Fair
Investments		(000)		Value
SHORT-TERM INVESTMENT 0.15%
REPURCHASE AGREEMENT
Repurchase Agreement dated 12/30/2016, 0.03% due 1/3/2017 with Fixed Income Clearing Corp. collateralized by $630,000 of U.S. Treasury Inflation Indexed Note at 0.125% due 4/15/2017; value: $671,881; proceeds: $658,416 (cost $658,414)	$	658	$	658,414
Total Investments in Securities 112.00% (cost $504,114,376)				500,790,885
Liabilities in Excess of Other Assets(e) (12.00%)				(53,675,532)
Net Assets 100.00%			$	447,115,353

IO	Interest Only.
PIK	Payment-in-kind.
†	Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under such Act or exempted from registration, may only be resold to qualified institutional buyers.
#	Variable rate security. The interest rate represents the rate in effect at December 31, 2016.
(a)	Foreign security traded in U.S. dollars.
(b)	Defaulted (non-income producing security).
(c)	To-be-announced (“TBA”). Security purchased on a forward commitment basis with an approximate principal and maturity date. Actual principal and maturity will be determined upon settlement when the specific mortgage pools are assigned.
(d)	Treasury Inflation Protected Security. A U.S. Treasury Note or Bond that offers protection from inflation by paying a fixed rate of interest on principal amount that is adjusted for inflation based on the Consumer Price Index.
(e)	Liabilities in Excess of Other Assets include net unrealized appreciation/depreciation on futures contracts as follows:

Open Futures Contracts at December 31, 2016:
							Notional			Unrealized
Type	Expiration		Contracts		Position		Value			Appreciation
U.S. 10-Year Treasury Note		March 2017		80		Short		$(9,942,500	)		$ 54,863
								Notional			Unrealized
Type		Expiration		Contracts		Position		Value			Depreciation
U.S. 5-Year Treasury Note		March 2017		236		Long		$27,768,719			$(44,674)

See Notes to Financial Statements. 27

Schedule of Investments (concluded)

December 31, 2016

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1				Level 2	Level 3			Total
Asset-Backed Securities	$	–		$	103,373,355	$	–	$	103,373,355
Corporate Bonds		–			107,444,192		–		107,444,192
Foreign Government Obligations		–			16,187,679		–		16,187,679
Government Sponsored Enterprises Bonds		–			18,410,759		–		18,410,759
Government Sponsored Enterprises Collateralized Mortgage Obligations		–			3,166,509		–		3,166,509
Government Sponsored Enterprises Pass-Throughs		–			87,551,873		–		87,551,873
Municipal Bonds		–			1,520,771		–		1,520,771
Non-Agency Commercial Mortgage-Backed Securities		–			13,512,608		–		13,512,608
U.S. Treasury Obligations		–			148,964,725		–		148,964,725
Repurchase Agreement		–			658,414		–		658,414
Total	$	–		$	500,790,885	$	–	$	500,790,885
Other Financial Instruments
Futures Contracts
Assets	$	54,863		$	–	$	–	$	54,863
Liabilities		(44,674	)		–		–		(44,674	)
Total	$	10,189		$	–	$	–	$	10,189

(1)	Refer to Note 2(k) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.

				Government
				Sponsored Enterprises
	Asset-Back			Collateralized
Investment Type	Securities			Mortgage Obligations
Balance as of January 1, 2016	$	1,252,335		$	539,804
Accrued discounts/premiums		–			–
Realized gain (loss)		–			–
Change in unrealized appreciation/depreciation		–			–
Purchases		–			–
Sales		–			–
Net transfers in or out of Level 3		(1,252,335	)		(539,804	)
Balance as of December 31, 2016	$	–		$	–

28 See Notes to Financial Statements.

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $504,114,376)	$	500,790,885
Deposits with brokers for futures collateral		371,667
Receivables:
Investment securities sold		8,867,373
Interest		2,892,938
Capital shares sold		792,235
From advisor (See Note 3)		95,128
Variation margin		11,330
Prepaid expenses		2,542
Total assets		513,824,098
LIABILITIES:
Payables:
Investment securities purchased		65,957,218
Capital shares reacquired		221,677
Management fee		168,447
Directors’ fees		26,670
Fund administration		14,973
Accrued expenses		319,760
Total liabilities		66,708,745
NET ASSETS	$	447,115,353
COMPOSITION OF NET ASSETS:
Paid-in capital	$	457,012,059
Distributions in excess of net investment income		(16,313	)
Accumulated net realized loss on investments and futures contracts		(6,567,091	)
Net unrealized depreciation on investments and futures contracts		(3,313,302	)
Net Assets	$	447,115,353
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		27,225,128
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)		$16.42

See Notes to Financial Statements. 29

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Interest and other	$	11,776,705
Total investment income		11,776,705
Expenses:
Management fee		1,894,318
Non 12b-1 service fees		1,052,771
Shareholder servicing		449,641
Fund administration		168,384
Professional		53,428
Reports to shareholders		44,967
Custody		18,549
Directors’ fees		14,376
Other		36,771
Gross expenses		3,733,205
Expense reductions (See Note 9)		(1,624	)
Fees waived and expenses reimbursed (See Note 3)		(1,037,439	)
Net expenses		2,694,142
Net investment income		9,082,563
Net realized and unrealized gain (loss):
Net realized gain on investments		412,908
Net realized loss on futures contracts		(109,574	)
Net change in unrealized appreciation/depreciation on investments		6,662,825
Net change in unrealized appreciation/depreciation on futures contracts		23,366
Net realized and unrealized gain		6,989,525
Net Increase in Net Assets Resulting From Operations	$	16,072,088

30 See Notes to Financial Statements.

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
INCREASE IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	9,082,563		$	7,790,264
Net realized gain on investments and futures contracts		303,334			1,096,299
Net change in unrealized appreciation/depreciation on investments and futures contracts		6,686,191			(11,971,137	)
Net increase (decrease) in net assets resulting from operations		16,072,088			(3,084,574	)
Distributions to shareholders from:
Net investment income		(11,678,719	)		(10,557,123	)
Net realized gain		(1,693,962	)		(517,492	)
Total distributions to shareholders		(13,372,681	)		(11,074,615	)
Capital share transactions (See Note 14):
Proceeds from sales of shares		98,161,165			112,443,645
Reinvestment of distributions		13,372,681			11,074,615
Cost of shares reacquired		(57,272,642	)		(36,936,737	)
Net increase in net assets resulting from capital share transactions		54,261,204			86,581,523
Net increase in net assets		56,960,611			72,422,334
NET ASSETS:
Beginning of year	$	390,154,742		$	317,732,408
End of year	$	447,115,353		$	390,154,742
Undistributed (distributions in excess of) net investment income	$	(16,313	)	$	40,752

See Notes to Financial Statements. 31

Financial Highlights

			Per Share Operating Performance:
			Investment Operations:								Distributions to shareholders from:
	Net asset value, beginning of period		Net invest- ment income(a)		Net realized and unrealized gain (loss)			Total from invest- ment opera- tions			Net investment income			Net realized gain			Total distri- butions
12/31/2016		$16.25		$0.36		$ 0.31			$ 0.67			$(0.44	)		$(0.06	)		$(0.50	)
12/31/2015		16.85		0.36		(0.47	)		(0.11	)		(0.47	)		(0.02	)		(0.49	)
12/31/2014		16.22		0.32		0.66			0.98			(0.32	)		(0.03	)		(0.35	)
12/31/2013		16.73		0.29		(0.47	)		(0.18	)		(0.32	)		(0.01	)		(0.33	)
12/31/2012		16.06		0.31		0.78			1.09			(0.30	)		(0.12	)		(0.42	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.

32 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
					Total
					expenses
Net					after						Net
asset					waivers				Net		assets,		Portfolio
value,		Total			and/or reim-		Total		investment		end of		turnover
end of		return(b)			bursements		expenses		income		period		rate
period		(%)			(%)		(%)		(%)		(000)		(%)
$	16.42		4.26			0.64		0.89		2.16		$447,115		443.36
	16.25		(0.66	)		0.64		0.89		2.11		390,155		431.81
	16.85		6.08			0.64		0.90		1.87		317,732		466.40
	16.22		(1.10	)		0.64		0.95		1.74		147,670		625.23
	16.73		6.82			0.64		1.16		1.85		50,239		588.93

See Notes to Financial Statements. 33

Notes to Financial Statements

1. ORGANIZATION   

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (“the Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Total Return Portfolio (the “Fund”).

The Fund’s investment objective is to seek income and capital appreciation to produce a high total return. The Fund has Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES   

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Fixed income securities are valued based on evaluated prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Exchange traded options and futures contracts are valued at the last sale price in the market where they are principally traded. If no sale has occurred, the mean between the most recently quoted bid and asked prices is used.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values, yield curves, broker quotes, observable trading activity, option adjusted spread models

34

Notes to Financial Statements (continued)

	and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.
(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on futures contracts in the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized gain on futures contracts in the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.
(g)	Futures Contracts–The Fund may purchase and sell futures contracts to enhance returns, to attempt to economically hedge some of its investment risk, or as a substitute position in lieu of holding the underlying asset on which the instrument is based. At the time of entering into a futures transaction, an investor is required to deposit and maintain a specified amount of cash or eligible securities called “initial margin.” Subsequent payments made or received by the Fund called “variation margin” are made on a daily basis as the market price of the futures

35

Notes to Financial Statements (continued)

	contract fluctuates. The Fund will record an unrealized gain (loss) based on the amount of variation margin. When a contract is closed, a realized gain (loss) is recorded equal to the difference between the opening and closing value of the contract.
(h)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(i)	When-Issued, Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the fair value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and fair value of the security in determining its net asset value (“NAV”). The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.
(j)	Mortgage Dollar Rolls–The Fund may enter into mortgage dollar rolls in which a fund sells mortgage-backed securities for delivery in the current month and simultaneously contracts with the same counterparty to repurchase similar (same type, coupon and maturity) but not identical securities on a specified future date. During the roll period, the Fund loses the right to receive principal (including prepayments of principal) and interest paid on the securities sold.
(k)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources

36

Notes to Financial Statements (continued)

independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES   

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.45%
Next $1 billion	.40%
Over $2 billion	.35%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .20% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of ..04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of .64%. This agreement may be terminated only by the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract

37

Notes to Financial Statements (continued)

owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS   

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended		Year Ended
	12/31/2016		12/31/2015
Distributions paid from:
Ordinary income	$	13,372,681	$	11,074,615
Total distributions paid	$	13,372,681	$	11,074,615

As of December 31, 2016, the components of accumulated losses on a tax-basis were as follows:

Undistributed ordinary income – net	$	10,357
Total undistributed earnings		10,357
Temporary differences		(4,583,145	)
Unrealized losses – net		(5,323,918	)
Total accumulated losses – net	$	(9,896,706	)

At the Fund’s election, certain losses incurred within the taxable year (Qualified Late-Year Losses) are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer post-October capital losses of $4,556,475 during fiscal 2016.

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	506,017,693
Gross unrealized gain		3,490,073
Gross unrealized loss		(8,716,881	)
Net unrealized security loss	$	(5,226,808	)

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of premium amortization and wash sales.

38

Notes to Financial Statements (continued)

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Distributions in	Accumulated
Excess of Net	Net Realized
Investment Income	Loss
$2,539,091	$(2,539,091	)

The permanent differences are attributable to the tax treatment of premium amortization, principal paydown gains and losses, certain securities and certain distributions.

5. PORTFOLIO SECURITIES TRANSACTIONS   

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

U.S.		Non-U.S.	U.S.		Non-U.S.
Government		Government	Government		Government
Purchases	*	Purchases	Sales	*	Sales
$1,945,905,931		$171,972,548	$1,874,649,460		$120,243,092

* Includes U.S. Government sponsored enterprises securities.

The Fund is permitted to purchase and sell securities ( “cross-trade”) from and to other Lord Abbett funds or client accounts pursuant to procedures approved by the Board in compliance with Rule 17a-7 under the Act (the “Rule”). Each cross-trade is executed at a fair market price in compliance with provisions of the Rule. For the period ended December 31, 2016, the Fund engaged in cross-trades purchases of $813,952 and sales of $474,154, which resulted in net realized gain of $27,926.

6. DISCLOSURES ABOUT DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES   

The Fund entered into U.S. Treasury futures contracts for the fiscal year ended December 31, 2016 (as described in note 2(g)) to hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

As of December 31, 2016, the Fund had futures contracts with unrealized appreciation of $54,863 and depreciation of $44,674 which is included in the Schedule of Investments. Only current day’s variation margin is reported within the Fund’s Statement of Assets and Liabilities. Net realized loss of $(109,574) and net change in unrealized appreciation of $23,366 are included on the Statement of Operations related to futures contracts under the captions Net realized gain on futures contracts and Net change in unrealized appreciation/depreciation on futures contracts, respectively. The average number of futures contracts throughout the period was 366.

7. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES   

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net

39

Notes to Financial Statements (continued)

settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty:

		Gross Amounts	Net Amounts of
		Offset in the	Assets Presented
	Gross Amounts of	Statement of Assets	in the Statement of
Description	Recognized Assets	and Liabilities	Assets and Liabilities
Repurchase Agreement	$658,414	$ –	$658,414
Total	$658,414	$ –	$658,414

	Net Amounts
	of Assets	Amounts Not Offset in the
	Presented in	Statement of Assets and Liabilities
	the Statement		Cash	Securities
	of Assets and	Financial	Collateral	Collateral	Net
Counterparty	Liabilities	Instruments	Received(a)	Received(a)	Amount(b)
Fixed Income Clearing Corp.	$658,414	$          –	$          –	$(658,414)	$              –
Total	$658,414	$          –	$          –	$(658,414)	$              –

(a)	Collateral disclosed is limited to an amount not to exceed 100% of the net amount of assets presented in the Statement of Assets and Liabilities, for each respective counterparty.
(b)	Net amount represents the amount owed to the Fund by the counterparty as of December 31, 2016.

8. DIRECTORS’ REMUNERATION   

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

9. EXPENSE REDUCTIONS   

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

10. LINE OF CREDIT   

The Fund and certain other funds managed by Lord Abbett (collectively, the “Participating Funds”) entered into a syndicated line of credit facility with various lenders for $550 million (the “Facility”), whereas State Street Bank and Trust Company (“SSB”) participates as a lender and as agent for the lenders. The Facility is to be used for temporary or emergency purposes as an additional source of liquidity to satisfy redemptions. The Participating Funds are subject to graduated borrowing limits of one-third of Fund assets (if Fund assets are less than $750 million), $250 million, $300 million,

40

Notes to Financial Statements (continued)

or $350 million, based on past borrowings and likelihood of future borrowings. The Facility will continue through August 28, 2017.

During the fiscal year ended December 31, 2016, the Fund did not utilize the Facility.

11. INTERFUND LENDING PROGRAM   

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

12. CUSTODIAN AND ACCOUNTING AGENT   

SSB is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

13. INVESTMENT RISKS   

The Fund is subject to the general risks and considerations associated with investing in fixed income securities. The value of an investment will change as interest rates fluctuate in response to market movements. When interest rates rise, the prices of fixed income securities are likely to decline; when interest rates fall, such prices tend to rise.

The Fund may invest a significant portion of its assets in asset backed securities and mortgage related securities, including those of such government sponsored enterprises as Federal Home Loan Mortgage Corporation and Federal National Mortgage Association. In addition, the Fund may invest in non-agency asset backed and mortgage related securities, which are issued by private institutions, not by government-sponsored enterprises. Such securities may be particularly sensitive to changes in economic conditions, including delinquencies and/or defaults, and changes in prevailing interest rates. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current market rates. The prepayment rate also will affect the price and volatility of these securities. In addition, securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprises involved, not by the U.S. Government.

The lower-rated or high-yield bonds (also known as “junk” bonds) in which the Fund may invest are subject to greater price fluctuations, as well as additional risks.

The Fund is subject to the risks associated with derivatives, which may be different from and greater than the risks associated with directly investing in securities. Derivatives may be subject to risks such as liquidity risk, leveraging risk, interest rate risk, market risk, and credit risk. Illiquid securities may lower the Fund’s returns since the Fund may be unable to sell these securities at their desired time or price. Derivatives also may involve the risk of mispricing or improper valuation and the risk that changes in the value of the derivative may not correlate perfectly with the value

41

Notes to Financial Statements (concluded)

of the underlying asset, rate or index. Whether the Fund’s use of derivatives is successful will depend on, among other things, the Fund’s ability to correctly forecast market movements, changes in foreign exchange and interest rates, and other factors. If the Fund incorrectly forecasts these and other factors, its performance could suffer.

The Fund’s investment exposure to foreign (which may include emerging market) companies presents increased market, liquidity, currency, political, information and other risks. The cost of the Fund’s use of forward foreign currency exchange contracts varies with factors such as the currencies involved, the length of the contract period and the market conditions prevailing. The Fund’s exposure to inflation-linked investments, such as Treasury Inflation Protected Securities, may be vulnerable to changes in expectations of inflation or interest rates.

The Fund may invest in floating rate or adjustable rate senior loans, which are subject to increased credit and liquidity risks. Senior loans are business loans made to borrowers that may be U.S. or foreign corporations, partnerships or other business entities. The senior loans in which the Fund invests may consist primarily of senior loans that are rated below investment grade or, if unrated, deemed by Lord Abbett to be equivalent to below investment grade securities. Below investment grade senior loans, as in the case of high-yield debt securities, or junk bonds, are usually more credit sensitive than interest rate sensitive, although the value of these instruments may be impacted by broader interest rate swings in the overall fixed income market.

These factors can affect the Fund’s performance.

14. SUMMARY OF CAPITAL TRANSACTIONS   

Transactions in shares of capital stock were as follows:

	Year Ended			Year Ended
	December 31, 2016			December 31, 2015
Shares sold		5,779,565			6,664,833
Reinvestment of distributions		819,226			680,589
Shares reacquired		(3,388,823	)		(2,188,823	)
Increase		3,209,968			5,156,599

42

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Total Return Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Total Return Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Total Return Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP
New York, New York
February 15, 2017

43

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

44

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978–2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

45

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

46

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014–2015) and Managing Director at State Street Global Advisors (2000–2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

47

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

48

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was below the median of the performance peer group for the one-year, three-year and five-year periods. The Board also observed that the Fund’s investment performance was above the investment

49

Approval of Advisory Contract (continued)

performance of the two benchmarks for the one-year, three-year and five-year periods. The Board considered Lord Abbett’s performance and reputation generally, the performance of other Lord Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was below the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was reasonable and supported the continuation of the Agreement.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than

50

Approval of Advisory Contract (concluded)

investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

51

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

Of the distributions paid to shareholders during the fiscal year ended December 31, 2016, $1,692,157 represents short-term capital gains.

52

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
	Lord Abbett Series Fund, Inc.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Total Return Portfolio	SFTR-PORT-3 (02/17)

2016 LORD ABBETT
ANNUAL REPORT

Lord Abbett
Series Fund—Value Opportunities Portfolio

For the fiscal year ended December 31, 2016

Table of Contents

1	A Letter to Shareholders
4	Investment Comparison
5	Information About Your Fund’s Expenses and Holdings Presented by Sector
7	Schedule of Investments
10	Statement of Assets and Liabilities
11	Statement of Operations
12	Statements of Changes in Net Assets
14	Financial Highlights
16	Notes to Financial Statements
22	Report of Independent Registered Public Accounting Firm
23	Supplemental Information to Shareholders

Lord Abbett Series Fund — Value Opportunities Portfolio
Annual Report

For the fiscal year ended December 31, 2016

From left to right: James L.L. Tullis, Chairman of the Lord Abbett Funds and Daria L. Foster Director, President, and Chief Executive Officer of the Lord Abbett Funds.

Dear Shareholders: We are pleased to provide you with this overview of the performance of Lord Abbett Series Fund — Value Opportunities Portfolio for the fiscal year ended December 31, 2016. On this page and the following pages, we discuss the major factors that influenced fiscal year performance. For additional information about the Fund, please visit our website at www.lordabbett.com, where you also can access the quarterly commentaries that provide updates on the Fund’s performance and other portfolio related updates.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

 

Daria L. Foster

Director, President and Chief Executive Officer

For the fiscal year ended December 31, 2016, the Fund returned 17.02%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Russell 2500™ Index,¹ which returned 17.59% over the same period.

Domestic equity markets (as represented by the S&P 500^® Index²) returned 11.96% over the past year. Despite this general move higher, there were significant bouts of volatility within U.S. stock markets, including their worst start to a calendar year on record.

Crude oil prices played a significant role in the increased market volatility, as Brent oil prices fluctuated sharply throughout the fiscal year. In December, the Organization of Petroleum Exporting Countries agreed to reduce oil production effective 2017. Furthermore, global markets were affected by the devaluation of China’s currency and weak economic data out of the region. The Chinese economy advanced at an annual rate of 6.7% in the third quarter of 2016, a slower pace than in recent years.

1

Geopolitical events also contributed to volatility in global markets. The United Kingdom’s referendum in June to leave the European Union (“Brexit”) was a surprise that caused a sell-off in global markets.

In contrast to the equity market volatility, the U.S. economy continued to expand during the trailing 12-month period. The Federal Reserve (Fed) raised target rates for the second time in 12 months in December, from 0.25%–0.50% to 0.50%–0.75%. U.S. gross domestic product (GDP) grew at a 3.2% pace during the third quarter, a significant increase over the second quarter. The U.S. Bureau of Economic Analysis stated that during the third-quarter personal consumption and federal government spending increased, quarter over quarter. In addition to GDP growth, the U.S. unemployment rate remained relatively steady throughout the period, finishing at 4.6% in November.

The U.S. presidential election took an unexpected turn as Donald J. Trump was elected president, in contrast to indications from poll numbers before the election. Markets rallied on improved clarity in the U.S. political agenda, with the House and Senate also under Republican control.

Security selection in the consumer discretionary sector, as well as security selection and an underweight in the industrials sector, were main detractors from the Fund’s relative performance during the period. Within the consumer discretionary sector, SeaWorld Entertainment Inc., a theme park and

entertainment company, detracted most. Shares of SeaWorld Entertainment fell as the company missed consensus revenue and earnings expectations, largely due to a miss in expected attendance in the second quarter of 2016. AMC Networks Inc., an owner and operator of entertainment businesses and assets, also detracted. Shares of AMC Networks suffered as increased competition and lower-than-expected new show viewership belabored the company.

Within the industrials sector, Snap-On, Inc., a manufacturer of diagnostic and repair solutions, detracted from performance. Snap-On posted strong fourth quarter earnings but faced headwinds from a soft commercial and industrial production market.

Conversely, security selection in the health care and energy sectors contributed to the Fund’s performance relative to the benchmark. Within the health care sector, ExamWorks Group, Inc., a provider of independent medical examinations and medical-related services, contributed most. Shares of ExamWorks increased following the announcement that the company would be acquired by Leonard Green & Partners, L.P. HealthSouth Corp., an owner and operator of inpatient rehabilitation hospitals, also contributed. HealthSouth beat consensus first quarter earnings expectations due to strong growth and free cash flow.

Within the energy sector, Rice Energy, Inc., an independent natural gas and oil

2

company, contributed most. Shares of Rice Energy rose due to increased production and a reduction in costs.

The Fund’s portfolio is actively managed and, therefore, its holdings and

the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

¹ The Russell 2500™ Index is a market cap weighted index that includes the smallest 2,500 companies covered in the Russell 3000^® universe of United States-based listed equities.

² The S&P 500^® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted in the following pages reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Funds will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, expense waivers and reimbursements were in place. Without such expense

waivers and reimbursements, the Funds’ returns would have been lower.

The annual commentary above discusses the views of the Fund’s management and various portfolio holdings of the Funds as of December 31, 2016. These views and portfolio holdings may have changed after this date. Information provided in the commentary is not a recommendation to buy or sell securities. Because the Fund’s portfolio is actively managed and may change significantly, the Fund may no longer own the securities described above or may have otherwise changed their positions in the securities. For more recent information about the Fund’s portfolio holdings, please visit www.lordabbett.com.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with each Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

3

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 2500™ Index and the Russell 2500™ Value Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be lower. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During the period, expenses of the Fund were waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

 

Average Annual Total Returns for the
Periods Ended December 31, 2016

	1 Year	5 Years	Life of Class
Class VC2	17.02%	13.85%	11.13%

¹ Performance for each unmanaged index does not reflect any fees or expenses. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on May 1, 2010.

² The Class VC shares commenced operations on April 23, 2010. Performance for the Class began on May 1, 2010.

4

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2016 through December 31, 2016).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading titled “Expenses Paid During Period 7/1/16 – 12/31/16” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

5

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning	Ending	Expenses
	Account	Account	Paid During
	Value	Value	Period†
			7/1/16-
	7/1/16	12/31/16	12/31/16
Class VC
Actual	$1,000.00	$1,110.20	$5.83
Hypothetical (5% Return Before Expenses)	$1,000.00	$1,019.61	$5.58

^† Net expenses are equal to the Fund’s annualized expense ratio of 1.10%, multiplied by the average account value over the period, multiplied by 184/366 (to reflect one-half year period).

Portfolio Holdings Presented by Sector

December 31, 2016

Sector*	%**
Consumer Discretionary	9.10	%
Consumer Staples	1.94	%
Energy	4.99	%
Financials	22.67	%
Health Care	8.42	%
Industrials	14.37	%
Information Technology	18.33	%
Materials	9.11	%
Real Estate	5.35	%
Telecommunication Services	1.78	%
Utilities	3.94	%
Total	100.00	%

*	A sector may comprise several industries.
**	Represents percent of total investments.

6

Schedule of Investments

December 31, 2016

			Fair
Investments	Shares		Value
COMMON STOCKS 107.13%
Airlines 2.58%
Alaska Air Group, Inc.		119	$	10,559
Automobiles 0.95%
Thor Industries, Inc.		39		3,902
Banks 12.15%
Bank of Hawaii Corp.		97		8,603
Chemical Financial Corp.		79		4,279
Citizens Financial Group, Inc.		229		8,159
East West Bancorp, Inc.		154		7,828
First Horizon National Corp.		278		5,563
Webster Financial Corp.		93		5,048
Western Alliance Bancorp*		211		10,278
Total				49,758
Capital Markets 3.15%
Moelis & Co. Class A		144		4,882
Raymond James Financial, Inc.		116		8,035
Total				12,917
Chemicals 2.66%
Ingevity Corp.*		14		768
RPM International, Inc.		91		4,899
Trinseo SA		88		5,218
Total				10,885
Commercial Services & Supplies 3.23%
Herman Miller, Inc.		150		5,130
KAR Auction Services, Inc.		190		8,098
Total				13,228
Communications Equipment 1.62%
ARRIS International plc*		220		6,629
Construction & Engineering 3.69%
AECOM*		249		9,054
Jacobs Engineering Group, Inc.*		106		6,042
Total				15,096

			Fair
Investments	Shares		Value
Containers & Packaging 3.95%
Berry Plastics Group, Inc.*		138	$	6,725
Sealed Air Corp.		117		5,305
WestRock Co.		82		4,163
Total				16,193
Diversified Telecommunication Services 1.91%
Zayo Group Holdings, Inc.*		238		7,821
Electrical Equipment 1.48%
Hubbell, Inc.		52		6,068
Electronic Equipment, Instruments & Components 2.38%
Amphenol Corp. Class A		66		4,435
Belden, Inc.		71		5,309
Total				9,744
Energy Equipment & Services 0.93%
Helmerich & Payne, Inc.		49		3,793
Equity Real Estate Investment Trusts 5.73%
Federal Realty Investment Trust		53		7,532
Highwoods Properties, Inc.		122		6,223
Physicians Realty Trust		288		5,461
Retail Opportunity
Investments Corp.		202		4,268
Total				23,484
Food Products 2.07%
Pinnacle Foods, Inc.		159		8,499
Health Care Equipment & Supplies 2.83%
Cooper Cos., Inc. (The)		40		6,997
STERIS plc (United Kingdom)(a)		68		4,583
Total				11,580
Health Care Providers & Services 3.94%
ExamWorks Group, Inc.*		204		7,150
HealthSouth Corp.		218		8,990
Total				16,140
Hotels, Restaurants & Leisure 1.59%
Aramark		182		6,501

See Notes to Financial Statements. 7

Schedule of Investments (continued)

December 31, 2016

			Fair
Investments	Shares		Value
Household Durables 1.58%
Lennar Corp. Class A		97	$	4,164
Newell Brands, Inc.		52		2,322
Total				6,486
Information Technology Services 9.37%
Acxiom Corp.*		260		6,968
Amdocs Ltd.		113		6,582
Booz Allen Hamilton Holding Corp.		260		9,378
Cardtronics plc Class A (United Kingdom)*(a)		77		4,202
Fidelity National Information Services, Inc.		104		7,867
Vantiv, Inc. Class A*		57		3,398
Total				38,395
Insurance 7.91%
Arch Capital Group Ltd.*		124		10,700
Hartford Financial Services Group, Inc. (The)		146		6,957
Markel Corp.*		5		4,523
RenaissanceRe Holdings Ltd.		75		10,216
Total				32,396
Internet Software & Services 1.46%
Akamai Technologies, Inc.*		90		6,001
Life Sciences Tools & Services 1.43%
PerkinElmer, Inc.		112		5,841
Machinery 1.42%
Wabtec Corp.		70		5,811
Media 2.10%
AMC Networks, Inc. Class*		61		3,193
New York Times Co. (The) Class		408		5,426
Total				8,619
Metals & Mining 3.15%
Reliance Steel & Aluminum Co.		104		8,272
United States Steel Corp.		140		4,622
Total				12,894

			Fair
Investments	Shares		Value
Multi-Line Retail 1.01%
Nordstrom, Inc.		86	$	4,122
Multi-Utilities 3.22%
Black Hills Corp.		86		5,275
CMS Energy Corp.		190		7,908
Total				13,183
Oil, Gas & Consumable Fuels 4.42%
Carrizo Oil & Gas, Inc.*		83		3,100
Cimarex Energy Co.		38		5,164
EQT Corp.		58		3,793
Rice Energy, Inc.*		283		6,042
Total				18,099
Pharmaceuticals 0.83%
Prestige Brands Holdings, Inc.*		65		3,386
Professional Services 0.54%
Robert Half International, Inc.		45		2,195
Road & Rail 2.46%
Genesee & Wyoming, Inc. Class*		66		4,581
Old Dominion Freight Line, Inc.*		64		5,491
Total				10,072
Semiconductors & Semiconductor Equipment 3.99%
Cypress Semiconductor Corp.		190		2,174
Lam Research Corp.		36		3,806
MACOM Technology Solutions
Holdings, Inc.*		117		5,415
Synaptics, Inc.*		92		4,929
Total				16,324
Software 0.81%
FireEye, Inc.*		278		3,308
Textiles, Apparel & Luxury Goods 2.51%
Ralph Lauren Corp.		39		3,522
Steven Madden Ltd.*		189		6,757
Total				10,279

8 See Notes to Financial Statements.

Schedule of Investments (concluded)

December 31, 2016

			Fair
Investments	Shares		Value
Thrifts & Mortgage Finance 1.07%
Essent Group Ltd.*		136	$	4,402
Water Utilities 1.01%
American Water Works Co., Inc.		57		4,124
Total Investments in  Common Stock 107.13% (cost $368,288)				438,734
Liabilities in Excess of Cash and Other Assets (7.13)%				(29,194	)
Net Assets 100%			$	409,540

*	Non-income producing security.
(a)	Foreign security traded in U.S. dollars.

The following is a summary of the inputs used as of December 31, 2016 in valuing the Fund’s investments carried at fair value⁽¹⁾:

Investment Type(2)(3)	Level 1		Level 2		Level 3			Total
Common Stocks
Health Care Providers & Services	$	8,990	$	–	$	7,150	(4)	$	16,140
Remaining Industries		422,594		–		–			422,594
Total	$	431,584	$	–	$	7,150		$	438,734

(1)	Refer to Note 2(f) for a description of fair value measurements and the three-tier hierarchy of inputs.
(2)	See Schedule of Investments for fair values in each industry and identification of foreign issuers and/or geography.
(3)	There were no Level 1/Level 2 transfers during the fiscal year ended December 31, 2016.
(4)	Fair valued security utilizing a prior transaction cost without adjustment.

The following is a reconciliation of investments with unobservable inputs (Level 3) that were used in determining fair value:

Investment Type		Common Stock
Balance as of January 1, 2016		$	–
Accrued discounts/premiums	��		–
Realized gain (loss)			104
Change in unrealized appreciation/depreciation			1,710
Purchases			–
Sales			(596	)
Net transfers in or out of Level 3			5,932
Balance as of December 31, 2016		$	7,150

See Notes to Financial Statements. 9

Statement of Assets and Liabilities

December 31, 2016

ASSETS:
Investments in securities, at fair value (cost $368,288)	$	438,734
Cash		3,422
Receivables:
From advisor (See Note 3)		3,986
Dividends		679
Prepaid expenses		2
Total assets		446,823
LIABILITIES:
Payables:
Investment securities purchased		1,391
Directors’ fees		41
Fund administration		14
Accrued expenses		35,837
Total liabilities		37,283
NET ASSETS	$	409,540
COMPOSITION OF NET ASSETS:
Paid-in capital	$	340,072
Undistributed net investment income		252
Accumulated net realized loss on investments		(1,230	)
Net unrealized appreciation on investments		70,446
Net Assets	$	409,540
Outstanding shares (50 million shares of common stock authorized, $.001 par value)		20,113
Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)	$	20.36

10 See Notes to Financial Statements.

Statement of Operations

For the Year Ended December 31, 2016

Investment income:
Dividends	$	5,273
Total investment income		5,273
Expenses:
Professional		33,943
Reports to shareholders		11,171
Custody		6,399
Management fee		2,788
Shareholder servicing		791
Fund administration		148
Non 12b-1 service fees		24
Directors’ fees		13
Other		1,417
Gross expenses		56,694
Expense reductions (See Note 8)		(1	)
Fees waived and expenses reimbursed (See Note 3)		(52,605	)
Net expenses		4,088
Net investment income		1,185
Net realized and unrealized gain:
Net realized gain on investments		17,759
Net change in unrealized appreciation/depreciation on investments		41,217
Net realized and unrealized gain		58,976
Net Increase in Net Assets Resulting From Operations	$	60,161

See Notes to Financial Statements. 11

Statements of Changes in Net Assets

	For the Year Ended			For the Year Ended
INCREASE (DECREASE) IN NET ASSETS	December 31, 2016			December 31, 2015
Operations:
Net investment income	$	1,185		$	54
Net realized gain on investments		17,759			16,033
Net change in unrealized appreciation/depreciation on investments		41,217			(25,869	)
Net increase (decrease) in net assets resulting from operations		60,161			(9,782	)
Distributions to shareholders from:
Net investment income		(897	)		(146	)
Net realized gain		(23,704	)		(12,894	)
Total distributions to shareholders		(24,601	)		(13,040	)
Capital share transactions (See Note 12):
Proceeds from sales of shares		–			3,575
Reinvestment of distributions		24,601			13,040
Cost of shares reacquired		(7,674	)		(15,898	)
Net increase in net assets resulting from capital share transactions		16,927			717
Net increase (decrease) in net assets		52,487			(22,105	)
NET ASSETS:
Beginning of year	$	357,053		$	379,158
End of year	$	409,540		$	357,053
Undistributed (distributions in excess of) net investment income	$	252		$	(35	)

12 See Notes to Financial Statements.

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Financial Highlights

			Per Share Operating Performance:
												Distributions to
			Investment operations:									shareholders from:
									Total
						Net			from
	Net asset		Net			realized			invest-
	value,		invest-			and			ment			Net			Net			Total
	beginning		ment			unrealized			oper-			investment			realized			distri-
	of period		income(a)			gain (loss)			ations			income			gain			butions
12/31/2016		$18.50		$0.06		$	3.09		$	3.15			$(0.05	)		$(1.24	)		$(1.29	)
12/31/2015		19.66		–	(c)		(0.49	)		(0.49	)		(0.01	)		(0.66	)		(0.67	)
12/31/2014		21.09		0.02			1.83			1.85			(0.02	)		(3.26	)		(3.28	)
12/31/2013		17.02		0.03			6.56			6.59			(0.09	)		(2.43	)		(2.52	)
12/31/2012		15.38		0.04			1.64			1.68			(0.04	)		–			(0.04	)

(a)	Calculated using average shares outstanding during the period.
(b)	Total return does not consider the effects of sales charges or other expenses imposed by an insurance company and assumes the reinvestment of all distributions.
(c)	Amount less than $0.01.

14 See Notes to Financial Statements.

					Ratios to Average Net Assets:						Supplemental Data:
					Total
					expenses
Net					after
asset					waivers				Net		Net		Portfolio
value,		Total			and/or		Total		investment		assets, end		turnover
end of		return(b)			reimbursements		expenses		income		of period		rate
period		(%)			(%)		(%)		(%)		(000)		(%)
$	20.36		17.02			1.10		15.24		0.32	$	410		43.18
	18.50		(2.53	)		1.10		15.21		0.01		357		55.58
	19.66		8.92			1.10		14.53		0.10		379		72.37
	21.09		38.82			1.10		23.61		0.14		318		65.96
	17.02		10.92			1.10		28.69		0.28		229		62.36

See Notes to Financial Statements. 15

Notes to Financial Statements

1. ORGANIZATION  

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified, open-end management investment company and was incorporated under Maryland law in 1989. The Company consists of thirteen separate portfolios. This report covers Value Opportunities Portfolio (the “Fund”).

The Fund’s investment objective is long-term capital appreciation. The Fund offers Variable Contract class shares (“Class VC Shares”), which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is considered an investment company under U.S. GAAP and follows the accounting and reporting guidance applicable to investment companies.

2. SIGNIFICANT ACCOUNTING POLICIES  

(a)	Investment Valuation–Under procedures approved by the Fund’s Board of Directors (the “Board”), Lord, Abbett & Co. LLC (“Lord Abbett”), the Fund’s investment manager, has formed a Pricing Committee to administer the pricing and valuation of portfolio investments and to ensure that prices utilized reasonably reflect fair value. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.
	Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to reflect their fair value as of the close of regular trading on the New York Stock Exchange. The Fund may utilize an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices.
	Securities for which prices are not readily available are valued at fair value as determined by the Pricing Committee. The Pricing Committee considers a number of factors, including observable and unobservable inputs, when arriving at fair value. The Pricing Committee may use related or comparable assets or liabilities, recent transactions, market multiples, book values and other relevant information to determine the fair value of portfolio investments. The Board or a designated committee thereof regularly reviews fair value determinations made by the Pricing Committee and employs techniques such as reviewing related market activity, reviewing inputs and assumptions, and retrospectively comparing prices of subsequent purchases and sales transactions to fair value determinations made by the Pricing Committee.
	Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates fair value.

16

Notes to Financial Statements (continued)

(b)	Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.
(c)	Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method and are included in Interest and other income on the Statement of Operations. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.
(d)	Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.
	The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s filed U.S. federal tax returns remains open for the fiscal years ended December 31, 2013 through December 31, 2016. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.
(e)	Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the funds within the Company on a pro rata basis by relative net assets.
(f)	Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the fair value of these securities has declined, the Fund may incur a loss upon disposition of the securities.
(g)	Fair Value Measurements–Fair value is defined as the price that the Fund would receive upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances.

17

Notes to Financial Statements (continued)

The three-tier hierarchy classification is determined based on the lowest level of inputs that is significant to the fair value measurement, and is summarized in the three broad Levels listed below:

•	Level 1 –	unadjusted quoted prices in active markets for identical investments;
•	Level 2 –	other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and
•	Level 3 –	significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments).

A summary of inputs used in valuing the Fund’s investments as of December 31, 2016 and, if applicable, Level 1/Level 2 transfers and Level 3 rollforwards for the fiscal year then ended is included in the Fund’s Schedule of Investments.

Changes in valuation techniques may result in transfers into or out of an assigned level within the three-tier hierarchy. All transfers between different levels within the three-tier hierarchy are deemed to have occurred as of the beginning of the reporting period. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES  

Management Fee

The Company has a management agreement with Lord Abbett, pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rate:

First $1 billion	.75%
Next $1 billion	.70%
Over $2 billion	.65%

For the fiscal year ended December 31, 2016, the effective management fee, net of waivers, was at an annualized rate of .00% of the Fund’s average daily net assets.

In addition, Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement in return for a fee at an annual rate of .04% of the Fund’s average daily net assets.

During the fiscal year ended December 31, 2016 and continuing through April 30, 2017, Lord Abbett has contractually agreed to waive its fees and reimburse expenses to the extent necessary to limit total net annual operating expenses to an annual rate of 1.10%. This agreement may be terminated only upon the approval of the Board.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. This amount is included in Non 12b-1 service fees on the Statement of Operations. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other

18

Notes to Financial Statements (continued)

administrative services to the Fund. This amount is included in Shareholder servicing on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS  

Dividends from net investment income, if any, are declared and paid at least semi-annually. Taxable net realized gains from investment transactions, reduced by allowable capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. GAAP. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions that exceed earnings and profits for tax purposes are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2016 and 2015 was as follows:

	Year Ended		Year Ended
	12/31/2016		12/31/2015
Distributions paid from:
Ordinary income	$	898	$	39
Net long-term capital gains		23,703		13,001
Total distributions paid	$	24,601	$	13,040

As of December 31, 2016, the components of accumulated gains on a tax-basis were as follows:

Undistributed ordinary income – net	$	293
Total undistributed earnings		293
Temporary differences		(889	)
Unrealized gains – net		70,064
Total accumulated gains – net	$	69,468

At the Fund’s election, certain losses incurred within the taxable year (Qualified Late-Year Losses) are deemed to arise on the first business day of the Fund’s next taxable year. The Fund’s incurred and will elect to defer post-October capital losses of $848 during fiscal 2016.

As of December 31, 2016, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

Tax cost	$	368,670
Gross unrealized gain		75,567
Gross unrealized loss		(5,503	)
Net unrealized security gain	$	70,064

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

19

Notes to Financial Statements (continued)

Permanent items identified during the fiscal year ended December 31, 2016 have been reclassified among the components of net assets based on their tax basis treatment as follows:

Undistributed Net Investment Income			Accumulated Net Realized Loss		Paid-in Capital
	$ (1	)		$ 47		$ (46	)

The permanent differences are attributable to the tax treatment of certain distributions, certain securities, and net investment losses.

5. PORTFOLIO SECURITIES TRANSACTIONS  

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2016 were as follows:

Purchases	Sales
$176,377	$167,667

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2016.

6. DISCLOSURES ABOUT OFFSETTING ASSETS AND LIABILITIES  

The Financial Accounting Standards Board (“FASB”) requires disclosures intended to help better assess the effect or potential effect of offsetting arrangements on a fund’s financial position. The following tables illustrate gross and net information about recognized assets and liabilities eligible for offset in the statement of assets and liabilities; and disclose such amounts subject to an enforceable master netting agreement or similar agreement, by counterparty. A master netting agreement is an agreement between a fund and a counterparty which provides for the net settlement of amounts owed under all contracts traded under that agreement, as well as cash collateral, through a single payment by one party to the other in the event of default on or termination of any one contract. The Fund’s accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master netting agreement does not result in an offset of reported amounts of financial assets and liabilities in the statement of assets and liabilities across transactions between the Fund and the applicable counterparty. As of December 31, 2016, the Fund did not have assets or liabilities subject to the FASB disclosure requirements.

7. DIRECTORS’ REMUNERATION  

The Company’s officers and two Directors, who are associated with Lord Abbett, do not receive any compensation from the Company for serving in such capacities. Independent Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all Independent Directors under which Independent Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

20

Notes to Financial Statements (concluded)

8. EXPENSE REDUCTIONS  

The Company has entered into an arrangement with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9. INTERFUND LENDING PROGRAM  

On July 26, 2016, the U.S. Securities and Exchange Commission issued an exemptive order (“SEC exemptive order”) which permits certain registered open-end management investment companies managed by Lord Abbett, including the Fund, to participate in a joint lending and borrowing program (the “Interfund Lending Program”). The SEC exemptive order allows the Funds to borrow money from and lend money to each other for temporary or emergency purposes subject to the limitations and conditions.

During the fiscal year ended December 31, 2016, the Fund did not participate as a borrower or lender in the Interfund Lending Program.

10. CUSTODIAN AND ACCOUNTING AGENT  

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

11. INVESTMENT RISKS  

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Small and mid-sized company stocks, in which the Fund invests, may perform differently than the market as a whole and other types of stocks, such as large-company and growth stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to the Fund’s investment exposure to foreign companies and American Depositary Receipts, the Fund may experience increased market, liquidity, currency, political, information and other risks.

These factors can affect the Fund’s performance.

12. SUMMARY OF CAPITAL TRANSACTIONS  

Transactions in shares of capital stock were as follows:

	Year Ended			Year Ended
	December 31, 2016			December 31, 2015
Shares sold		–			185
Reinvestment of distributions		1,199			695
Shares reacquired		(389	)		(863	)
Increase		810			17

21

Report of Independent Registered Public Accounting Firm

To the Board of Directors of Lord Abbett Series Fund, Inc. and the Shareholders of Value Opportunities Portfolio:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Value Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Fund”) as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Value Opportunities Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 15, 2017

22

Basic Information About Management

The Board is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board elects officers who are responsible for the day-to-day operations of each Fund and who execute policies authorized by the Board. The Board also approves an investment adviser to each Fund and continues to monitor the cost and quality of the services the investment adviser provides, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord Abbett, a Delaware limited liability company, is the Fund’s investment adviser. Designated Lord Abbett personnel are responsible for the day-to-day management of the Funds.

Interested Directors

Ms. Foster and Mr. Sieg are affiliated with Lord Abbett and are “interested persons” of the Company as defined in the Act. Ms. Foster and Mr. Sieg are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series. Ms. Foster is an officer of the Lord Abbett Family of Funds.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Daria L. Foster Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1954)	Director and President since 2006; Chief Executive Officer since 2012	Principal Occupation: Managing Partner of Lord Abbett, joined Lord Abbett in 1990. Other Directorships: None.
Douglas B. Sieg Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302 (1969)	Director since 2016	Principal Occupation: Partner (since 2001) and Head of Client Services (since 2013), formerly Director of Marketing and Relationship Management, joined Lord Abbett in 1994. Other Directorships: None.

Independent Directors

The following Independent Directors also are directors/trustees of each of the 12 investment companies in the Lord Abbett Family of Funds, which consist of 60 portfolios or series.

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Robert B. Calhoun, Jr. Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1942)	Director since 1998	Principal Occupation: Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991–2009). Other Directorships: None.

23

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
Eric C. Fast Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1949)	Director since 2014	Principal Occupation: Chief Executive Officer of Crane Co., an industrial products company (2001–2014). Other Directorships: Currently serves as director of Automatic Data Processing, Inc. (since 2007) and Regions Financial Corporation (since 2010). Previously served as a director of Crane Co. (1999–2014).
Evelyn E. Guernsey Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1955)	Director since 2011	Principal Occupation: CEO, Americas of J.P. Morgan Asset Management (2004–2010). Other Directorships: None.
Julie A. Hill Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1946)	Director since 2004	Principal Occupation: Owner and CEO of The Hill Company, a business consulting firm (since 1998). Other Directorships: Currently serves as director of Anthem, Inc., a health benefits company (since 1994).
Franklin W. Hobbs Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2001	Principal Occupation: Advisor of One Equity Partners, a private equity firm (since 2004). Other Directorships: Currently serves as director and Chairman of the Board of Ally Financial Inc., a financial services firm (since 2009), and as director of Molson Coors Brewing Company (since 2002).
James M. McTaggart Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2012	Principal Occupation: Independent management advisor and consultant (since 2012); Vice President, CRA International, Inc. (doing business as Charles River Associates), a global management consulting firm (2009–2012); Founder and Chairman of Marakon Associates, Inc., a strategy consulting firm (1978– 2009); and Officer and Director of Trinsum Group, a holding company (2007–2009). Other Directorships: Currently serves as director of Blyth, Inc., a home products company (since 2004).
Mark A. Schmid Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1959)	Director since 2016	Principal Occupation: Vice President and Chief Investment Officer of the University of Chicago (since 2009). Other Directorships: None.

24

Basic Information About Management (continued)

Name, Address and Year of Birth	Current Position and Length of Service with the Company	Principal Occupation and Other Directorships During the Past Five Years
James L.L. Tullis Lord, Abbett & Co. LLC c/o Legal Dept. 90 Hudson Street Jersey City, NJ 07302 (1947)	Director since 2006; Chairman since 2017	Principal Occupation: CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990); CEO of Tullis Health Investors Inc. (since 2012). Other Directorships: Currently serves as director of Crane Co. (since 1998).

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company also may be officers of the other Lord Abbett Funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the position(s) and title(s) listed under the “Principal Occupation During the Past Five Years” column indicate each officer’s position(s) and title(s) with Lord Abbett. Each officer serves for an indefinite term (i.e., until his or her death, resignation, retirement, or removal).

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Daria L. Foster (1954)	President and Chief Executive Officer	Elected as President in 2006 and Chief Executive Officer in 2012	Managing Partner of Lord Abbett, joined Lord Abbett in 1990.
Sean J. Aurigemma (1969)	Executive Vice President	Elected in 2010	Portfolio Manager, joined Lord Abbett in 2007.
Jeff D. Diamond (1960)	Executive Vice President	Elected in 2008	Portfolio Manager, joined Lord Abbett in 2007.
Todd D. Jacobson (1966)	Executive Vice President	Elected in 2005	Partner and Associate Director, joined Lord Abbett in 2003.
Robert A. Lee (1969)	Executive Vice President	Elected in 2010	Partner and Chief Investment Officer, and was formerly Deputy Chief Investment Officer and Director of Taxable Fixed Income, joined Lord Abbett in 1997.
Thomas B. Maher (1967)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2003.
Justin C. Maurer (1969)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Vincent J. McBride (1964)	Executive Vice President	Elected in 2010	Partner and Director, joined Lord Abbett in 2003.
Andrew H. O’Brien (1973)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 1998.

25

Basic Information About Management (continued)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
F. Thomas O’Halloran, III (1955)	Executive Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2001.
Marc Pavese (1972)	Executive Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2008.
Walter H. Prahl (1958)	Executive Vice President	Elected in 2012	Partner and Director, joined Lord Abbett in 1997.
Steven F. Rocco (1979)	Executive Vice President	Elected in 2014	Partner and Portfolio Manager, joined Lord Abbett in 2004.
Didier O. Rosenfeld (1976)	Executive Vice President	Elected in 2016	Director of Global Equity, joined Lord Abbett in 2015 and was formerly a Portfolio Manager and Senior Analyst at Cornerstone Capital Management (2014– 2015) and Managing Director at State Street Global Advisors (2000– 2013).
Frederick J. Ruvkun (1957)	Executive Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2006.
Paul J. Volovich (1973)	Executive Vice President	Elected in 2005	Partner and Portfolio Manager, joined Lord Abbett in 1997.
A. Edward Allinson (1961)	Vice President	Elected in 2011	Portfolio Manager, joined Lord Abbett in 2005.
John W. Ashbrook (1964)	Vice President and Assistant Secretary	Elected in 2014	Assistant General Counsel, joined Lord Abbett in 2008.
Joan A. Binstock (1954)	Chief Financial Officer and Vice President	Elected in 1999	Partner and Chief Financial Officer, and was formerly Chief Operations Officer, joined Lord Abbett in 1999.
Brooke A. Fapohunda (1975)	Vice President and Assistant Secretary	Elected in 2014	Deputy General Counsel, joined Lord Abbett in 2006.
John K. Forst (1960)	Vice President and Assistant Secretary	Elected in 2005	Partner and Deputy General Counsel, joined Lord Abbett in 2004.
Anthony W. Hipple (1964)	Vice President	Elected in 2014	Portfolio Manager, joined Lord Abbett in 2002.
Lawrence H. Kaplan (1957)	Vice President and Secretary	Elected in 1997	Partner and General Counsel, joined Lord Abbett in 1997.

26

Basic Information About Management (concluded)

Name and Year of Birth	Current Position with the Company	Length of Service of Current Position	Principal Occupation During the Past Five Years
Linda Y. Kim (1980)	Vice President and Assistant Secretary	Elected in 2016	Counsel, joined Lord Abbett in 2015 and was formerly an Associate at Stroock & Stroock & Lavan LLP (2007–2015).
David J. Linsen (1974)	Vice President	Elected in 2008	Partner and Director, joined Lord Abbett in 2001.
Joseph M. McGill (1962)	Chief Compliance Officer	Elected in 2014	Partner and Chief Compliance Officer, joined Lord Abbett in 2014 and was formerly Managing Director and the Chief Compliance Officer at UBS Global Asset Management (2003–2013).
A. Edward Oberhaus, III (1959)	Vice President	Elected in 1998	Partner and Director, joined Lord Abbett in 1983.
Noah Petrucci (1970)	Vice President	Elected in 2013	Portfolio Manager, joined Lord Abbett in 2012 and was formerly a Portfolio Manager at Columbia Management Investment Advisers, LLC and Columbia Management Advisors, LLC (2002–2012).
Lawrence B. Stoller (1963)	Vice President and Assistant Secretary	Elected in 2007	Partner and Senior Deputy General Counsel, joined Lord Abbett in 2007.
Leah G. Traub (1979)	Vice President	Elected in 2016	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Arthur K. Weise (1970)	Vice President	Elected in 2010	Partner and Portfolio Manager, joined Lord Abbett in 2007.
Kewjin Yuoh (1971)	Vice President	Elected in 2012	Partner and Portfolio Manager, joined Lord Abbett in 2010.
Scott S. Wallner (1955)	AML Compliance Officer	Elected in 2011	Assistant General Counsel, joined Lord Abbett in 2004.
Bernard J. Grzelak (1971)	Treasurer	Elected in 2003	Partner and Chief Operations Officer, and was formerly Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information, which contains further information about the Company’s Directors. It is available free upon request.

27

Approval of Advisory Contract

The Board, including all of the Directors who are not interested persons of the Fund or of Lord Abbett (the “Independent Board Members”), annually considers whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett (the “Agreement”). In connection with its most recent approval, the Board reviewed materials relating specifically to the Agreement, as well as numerous materials received throughout the course of the year, including information about the Fund’s investment performance compared to the performance of its benchmark. Before making its decision as to the Fund, the Board had the opportunity to ask questions and request further information, taking into account its familiarity with Lord Abbett gained through its meetings and discussions. These meetings and discussions included the review of the portfolio management team conducted by members of the Contract Committee, the deliberations of the Contract Committee, and discussions between the Contract Committee and Lord Abbett’s management. The Independent Board Members also met with their independent legal counsel in a private session at which no representatives of management were present.

The materials received by the Board included, but were not limited to: (1) information provided by Morningstar Associates, LLC (“Morningstar”) regarding the investment performance of the Fund compared to the investment performance of certain funds with similar investment styles as determined by Morningstar, based, in part, on the Fund’s Morningstar category (the “performance peer group”), and the investment performance of two appropriate benchmarks; (2) information provided by Morningstar regarding the expense ratios, contractual and effective management fee rates, and other expense components for the Fund and certain funds in the same Morningstar category, with generally the same or similar share classes and operational characteristics, including asset size (the “expense peer group”); (3) certain supplemental investment performance information provided by Lord Abbett; (4) information provided by Lord Abbett on the expense ratios, management fee rates, and other expense components for the Fund; (5) sales and redemption information for the Fund; (6) information regarding Lord Abbett’s financial condition; (7) an analysis of the relative profitability of the Agreement to Lord Abbett; (8) information provided by Lord Abbett regarding the investment management fee schedules for Lord Abbett’s other advisory clients maintaining accounts with a similar investment strategy as the Fund; and (9) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all applicable legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest that may result from being engaged in other lines of business. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other. After reviewing these and related factors, the Board concluded that the Fund was likely to continue to benefit from the nature, extent and quality of the investment services provided by Lord Abbett under the Agreement.

Investment Performance. The Board reviewed the Fund’s investment performance in relation to that of the performance peer group and two appropriate benchmarks as of various periods ended August 31, 2016. The Board observed that the Fund’s investment performance was above the median of the performance peer group for the one-year, three-year and five-year periods. The Board also considered Lord Abbett’s performance and reputation generally, the performance of other Lord

28

Approval of Advisory Contract (continued)

Abbett-managed funds overseen by the Board and the willingness of Lord Abbett to take steps intended to improve performance when necessary. After reviewing these and related factors, the Board concluded that the Fund’s investment performance was reasonable and supported the continuation of the Agreement.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense level of the Fund and the expense levels of the expense peer group. It also considered how the expense levels of the Fund related to those of the expense peer group and the amount and nature of the fees paid by shareholders. The Board observed that the overall expense level of the Fund was above the median of the expense peer group. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that the expense level of the Fund was not unreasonable in light of the Fund’s small size.

Profitability. The Board considered the level of Lord Abbett’s operating margin in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. It considered whether the Fund was profitable to Lord Abbett in connection with the operation of the Fund, including the fee that Lord Abbett receives from the Fund for providing administrative services to the Fund. The Board also considered the profits realized from other business segments of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and excluding marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s overall profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. After reviewing these and related factors, the Board concluded, within the context of its overall approval of the Agreement, that Lord Abbett’s profitability with respect to the Fund was not excessive.

Economies of Scale. The Board considered the extent to which there had been economies of scale in managing the Fund, whether the Fund’s shareholders had appropriately benefited from such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing management fee schedule, with its breakpoints in the levels of the management fee, in conjunction with a proposed expense limitation agreement adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and the Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that

29

Approval of Advisory Contract (concluded)

the Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees it receives, and receives a portion of the sales charges on sales and redemptions of some classes of shares. In addition, the Board observed that Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the Agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms. After considering all of the relevant factors, the Board unanimously found that continuation of the Agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the Agreement. In considering whether to approve the continuation of the Agreement, the Board did not identify any single factor as paramount or controlling. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. This summary does not discuss in detail all matters considered.

30

Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330).

Tax Information

100% of the ordinary income distributions paid by the Fund during the year is qualified dividend income.

For corporate shareholders, 100% of the Fund’s ordinary income distributions qualified for the dividends received deduction.

Additionally, of the distributions paid to shareholders during the fiscal year ended December 31, 2016, $23,703, represents long-term capital gains.

31

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.
Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.	Lord Abbett Series Fund, Inc. Value Opportunities Portfolio	SFVALOPP-PORT-3 (02/17)

Item 2: Code of Ethics.

(a) In accordance with applicable requirements, the Registrant adopted a Sarbanes-Oxley Code of Ethics on June 19, 2003 that applies to the principal executive officer and senior financial officers of the Registrant (“Code of Ethics”). The Code of Ethics was in effect during the fiscal year ended December 31, 2016 (the “Period”).

(b) Not applicable.

(c) The Registrant has not amended the Code of Ethics as described in Form N-CSR during the Period.

(d) The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics as described in Form N-CSR during the Period.

(e) Not applicable.

(f) See Item 12(a)(1) concerning the filing of the Code of Ethics.

Item 3: Audit Committee Financial Expert.

The Registrant’s board of directors has determined that each of the following independent directors who are members of the audit committee is an audit committee financial expert: Robert B. Calhoun, Evelyn E. Guernsey, and Mark A. Schmid. Each of these persons is independent within the meaning of the Form N-CSR.

Item 4: Principal Accountant Fees and Services.

In response to sections (a), (b), (c) and (d) of Item 4, the aggregate fees billed to the Registrant for the fiscal years ended December 31, 2016 and 2015 by the Registrant’s principal accounting firm, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates (collectively, “Deloitte”) were as follows:

	Fiscal year ended:
	2016	2015
Audit Fees {a}	$507,800	$502,000
Audit-Related Fees	- 0 -	- 0 -
Total audit and audit-related fees	507,800	502,000
Tax Fees {b}	122,938	122,522
All Other Fees	- 0 -	- 0 -
Total Fees	$630,738	$624,522

{a} Consists of fees for audits of the Registrant’s annual financial statements.

{b} Fees for the fiscal year ended December 31, 2016 and 2015 consist of fees for preparing the U.S. Income Tax Return for Regulated Investment Companies, New Jersey Corporation Business Tax Return, New Jersey Annual Report Form, U.S. Return of Excise Tax on Undistributed Income of Investment Companies, IRS Forms 1099-MISC and 1096 Annual Summary and Transmittal of U.S. Information Returns.

(e) (1) Pursuant to Rule 2-01(c) (7) of Regulation S-X, the Registrant’s Audit Committee has adopted pre-approval policies and procedures. Such policies and procedures generally provide that the Audit Committee must pre-approve:

· any audit, audit-related, tax, and other services to be provided to the Lord Abbett Funds, including the Registrant, and

· any audit-related, tax, and other services to be provided to the Registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to one or more Funds comprising the Registrant if the engagement relates directly to operations and financial reporting of a Fund, by the independent auditor to assure that the provision of such services does not impair the auditor’s independence.

The Audit Committee has delegated pre-approval authority to its Chairman, subject to a fee limit of $10,000 per event, and not to exceed $25,000 annually. The Chairman will report any pre-approval decisions to the Audit Committee at its next scheduled meeting. Unless a type of service to be provided by the independent auditor has received general pre-approval, it must be pre-approved by the Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the Audit Committee.

(e) (2) The Registrant’s Audit Committee has approved 100% of the services described in this Item 4 (b) through (d).

(f) Not applicable.

(g) The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant are shown above in the response to Item 4 (a), (b), (c) and (d) as “All Other Fees”.

The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant’s investment adviser, Lord, Abbett & Co. LLC (“Lord Abbett”), for the fiscal years ended December 31, 2016 and 2015 were:

	Fiscal year ended:
		2016	2015
All Other Fees {a}		$95,230	$215,031

{a} Consist of fees for Independent Services Auditors’ Report on Controls Placed in Operation and Tests of Operating Effectiveness related to Lord Abbett’s Asset Management Services (“SOC-1 Report”).

The aggregate non-audit fees billed by Deloitte for services rendered to entities under the common control of Lord Abbett for the fiscal years ended December 31, 2016 and 2015 were:

	Fiscal year ended:
		2016	2015
All Other Fees		$ - 0 -	$ - 0 -

(h) The Registrant’s Audit Committee has considered the provision of non-audit services that were rendered to the Registrant’s investment adviser, and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant, that were not pre-approved pursuant to Rule 2-01 (c)(7)(ii) of Regulation S-X and has determined that the provision of such services is compatible with maintaining Deloitte’s independence.

Item 5:	Audit Committee of Listed Registrants.
	Not applicable.
Item 6:	Investments.
	Not applicable.
Item 7:	Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
	Not applicable.
Item 8:	Portfolio Managers of Closed-End Management Investment Companies.
	Not applicable.
Item 9:	Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
	Not applicable.
Item 10:	Submission of Matters to a Vote of Security Holders.
	Not applicable.
Item 11:	Controls and Procedures.

(a) Based on their evaluation of the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days prior to the filing date of this report, the Chief Executive Officer and Chief Financial Officer of the Registrant have concluded that such disclosure controls and procedures are reasonably designed and effective to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities.

(b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

Item 12: Exhibits.

(a)(1) The Lord Abbett Family of Funds Sarbanes Oxley Code of Ethics for the Principal Executive Officer and Senior Financial Officers is attached hereto as part of Ex-99. CODEETH.

(a)(2) Certification of each Principal Executive Officer and Principal Financial Officer of the Registrant as required by Rule 30a-2 under the Investment Company Act of 1940 is attached hereto as a part of EX-99.CERT.

(b) Certification of each Principal Executive Officer and Principal Financial Officer of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is provided as a part of EX-99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	LORD ABBETT SERIES FUND, INC.
By:	/s/ Daria L. Foster
	Daria L. Foster
	President and Chief Executive Officer

Date: February 15, 2017

By:	/s/ Joan A. Binstock
	Joan A. Binstock
	Chief Financial Officer and Vice President

Date: February 15, 2017

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:	/s/ Daria L. Foster
	Daria L. Foster
	President and Chief Executive Officer

Date:February 15, 2017

By:	/s/ Joan A. Binstock
	Joan A. Binstock
	Chief Financial Officer and Vice President

Date:February 15, 2017