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Pre-effective Amendment No. o | Post-effective Amendment No. o |
Houston, TX 77046
(Address of Principal Executive Offices)
(Registrant’s Telephone Number, including Area Code)
11 Greenway Plaza, Suite 100, Houston, TX 77046
(Name and Address of Agent for Service of Process)
MELANIE RINGOLD, ESQUIRE | E. CAROLAN BERKLEY, ESQUIRE | |
Invesco Advisers, Inc. | Stradley Ronon Stevens and Young, LLP | |
11 Greenway Plaza, Suite 100 | 2600 One Commerce Square | |
Houston, TX 77046 | Philadelphia, PA 19103 |
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New York, New York 10036
(800) 341-2929
Edward C. Wood, III | ||||
President | ||||
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New York, New York 10036
(800) 341-2929
To Be Held on ______, 2010
VK Funds | Acquiring Funds | |
Van Kampen LIT Capital Growth Portfolio | Van Kampen V.I. Capital Growth Fund | |
Van Kampen LIT Comstock Portfolio | Van Kampen V.I. Comstock Fund | |
Van Kampen LIT Global Tactical Asset Allocation Portfolio | Van Kampen V.I. Global Tactical Asset Allocation Fund | |
Van Kampen LIT Government Portfolio | Van Kampen V.I. Government Fund | |
Van Kampen LIT Growth and Income Portfolio | Van Kampen V.I. Growth and Income Fund | |
Van Kampen LIT Mid Cap Growth Portfolio | Van Kampen V.I. Mid Cap Growth Fund |
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Stefanie V. Chang Yu | ||||
Vice President and Secretary | ||||
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AND VOTE ON THE PROPOSAL
Q/A-1
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Q/A-2
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Q/A-3
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• | Voting instructions in Person: If you attend the Meeting and wish to provide voting instructions in person, we will provide you with a voting instruction form prior to the vote. Please indicate in the appropriate space on the voting instruction form if you plan to attend the Meeting. | ||
• | Voting instructions by Mail: Whether or not you plan to attend the Meeting, we urge you to complete, sign and date the enclosed voting instruction form and to return it promptly in the envelope provided. Returning the voting instruction form will not affect your right to attend the Meeting and vote. | ||
• | Voting instructions by Telephone or the Internet: You may be permitted to provide voting instructions by telephone or through a website established for that purpose by following the instructions that appear on the voting instruction form accompanying the Joint Proxy Statement/Prospectus. |
Q/A-4
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VAN KAMPEN LIFE INVESTMENT TRUST 522 Fifth Avenue New York, New York 10036 (800) 341-2929 | AIM VARIABLE INSURANCE FUNDS 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (800) 959-4246 |
_________, 2010
• | the transfer of the assets and liabilities of the VK Fund to its corresponding Acquiring Fund in exchange for shares of the corresponding Acquiring Fund having equivalent value to the net assets transferred; | ||
• | the pro rata distribution of shares of the same or a comparable class of the Acquiring Fund to the shareholders of record of the VK Fund as of immediately prior to the opening of regular trading on the New York Stock Exchange (“Effective Time”) on the closing date of the Reorganization (“Closing Date”) and the termination of the outstanding shares of the VK Fund held by such |
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shareholders, as permitted by the organizational documents of the VK Fund and applicable law; and |
• | the winding up of the affairs of the VK Fund and dissolution under applicable law and de-registration of the VK Fund under the Investment Company Act of 1940 (the “1940 Act”). |
• | Prospectuses for the VK Funds and the Acquiring Funds; | ||
• | Annual and Semi-Annual Reports to shareholders of the VK Funds; and | ||
• | Statements of Additional Information (“SAIs”) for the VK Funds and the Acquiring Funds. |
For VK Fund Documents: | For Acquiring Fund Documents: | |
VAN KAMPEN LIFE INVESTMENT TRUST 522 Fifth Avenue New York, New York 10036 (800) 341-2929 | AIM VARIABLE INSURANCE FUNDS 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (800) 959-4246 |
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EX-99.16.B | ||||||||
EX-99.17 |
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EXHIBIT A | VK Funds and Corresponding Acquiring Funds | |
EXHIBIT B | Outstanding Shares of the VK Funds | |
EXHIBIT C | Ownership of the VK Funds | |
EXHIBIT D | Comparison of Fundamental Investment Restrictions | |
EXHIBIT E | Form of Agreement and Plan of Reorganization |
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APPROVAL OF AN AGREEMENT AND PLAN OF REORGANIZATION
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Annual Fund Operating Expenses (1) | ||||||||||||||||||||||||||||
Distribution | Total Annual | |||||||||||||||||||||||||||
and/or | Acquired | Fund | Net Annual | |||||||||||||||||||||||||
Manage- | Service (12b | Other | Fund Fees | Operating | Operating | |||||||||||||||||||||||
Class | ment Fees | -1) Fees | Expenses (2) | and Expenses | Expenses | Fee Waiver | Expenses | |||||||||||||||||||||
Van Kampen LIT Capital Growth as of 6/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund — Series I | 0.70 | %(3) | 0.00 | % | 0.22 | %(3) | 0.00 | % | 0.92 | % | 0.07 | %(3) | 0.85 | % | ||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.70 | %(3) | 0.25 | %(4) | 0.22 | %(3) | 0.00 | % | 1.17 | % | 0.07 | %(3) | 1.10 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.70 | % | 0.00 | % | 0.47 | % | 0.00 | % | 1.17 | % | [ ] | (5) | [ ] | |||||||||||||||
Series II | 0.70 | % | 0.25 | % | 0.47 | % | 0.00 | % | 1.42 | % | [ ] | (5) | [ ] | |||||||||||||||
Van Kampen LIT Comstock as of 6/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund — Series I | 0.56 | % | 0.00 | % | 0.06 | % | 0.00 | % | 0.62 | % | 0.00 | % | 0.62 | % | ||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.56 | % | 0.25 | %(4) | 0.06 | % | 0.00 | % | 0.87 | % | 0.00 | % | 0.87 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.56 | % | 0.00 | % | 0.31 | % | 0.00 | % | 0.87 | % | [ ] | (5) | [ ] | |||||||||||||||
Series II | 0.56 | % | 0.25 | % | 0.31 | % | 0.00 | % | 1.12 | % | [ ] | (5) | [ ] | |||||||||||||||
Van Kampen LIT Global Tactical Asset Allocation as of 6/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund — Series I | 0.75 | %(3) | 0.00 | % | 0.67 | %(3) | 0.04 | %(6) | 1.46 | % | 0.52 | %(3) | 0.94 | % | ||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.75 | %(3) | 0.25 | %(4) | 0.65 | %(3) | 0.04 | %(6) | 1.69 | % | 0.50 | %(3) | 1.19 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.75 | % | 0.00 | % | 0.96 | % | 0.04 | %(6) | 1.75 | % | [ ] | (5) | [ ] | |||||||||||||||
Series II | 0.75 | % | 0.25 | % | 0.96 | % | 0.04 | %(6) | 2.00 | % | [ ] | (5) | [ ] | |||||||||||||||
Van Kampen LIT Government as of 6/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund — Series I | 0.50 | % | 0.00 | % | 0.10 | % | 0.00 | % | 0.60 | % | 0.00 | %(3) | 0.60 | % | ||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.50 | % | 0.25 | %(4) | 0.11 | % | 0.00 | % | 0.86 | % | 0.01 | %(3) | 0.85 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.50 | % | 0.00 | % | 0.36 | % | 0.00 | % | 0.86 | % | [ ] | (5) | [ ] | |||||||||||||||
Series II | 0.50 | % | 0.25 | % | 0.36 | % | 0.00 | % | 1.11 | % | [ ] | (5) | [ ] | |||||||||||||||
Van Kampen LIT Growth and Income as of 6/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund — Series I | 0.57 | % | 0.00 | % | 0.05 | % | 0.00 | % | 0.62 | % | 0.00 | % | 0.62 | % | ||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.57 | % | 0.25 | %(4) | 0.05 | % | 0.00 | % | 0.87 | % | 0.00 | % | 0.87 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.57 | % | 0.00 | % | 0.31 | % | 0.00 | % | 0.88 | % | [ ] | (5) | [ ] | |||||||||||||||
Series II | 0.57 | % | 0.25 | % | 0.31 | % | 0.00 | % | 1.13 | % | [ ] | (5) | [ ] | |||||||||||||||
Van Kampen LIT Mid Cap Growth as of 6/30/09 | ||||||||||||||||||||||||||||
Class II merging into Acquiring Fund — Series II | 0.75 | %(3) | 0.25 | %(4) | 0.72 | %(3) | 0.00 | % | 1.72 | % | 0.46 | %(3) | 1.26 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series II | 0.75 | % | 0.25 | % | 1.01 | % | 0.00 | % | 2.01 | % | [ ] | (5) | [ ] | |||||||||||||||
(1) | There is no guarantee that actual expenses will be the same as those shown in the table. Pro Forma expenses of each Acquiring Fund are based on estimated amounts for the current fiscal year. | |
(2) | Each VK Fund is estimated to incur approximately [$ ] in connection with the Reorganization and each Acquiring Fund will incur approximately [$ ] in connection with the Reorganization. Morgan Stanley and Invesco will bear, or will arrange for an entity under common ownership to bear, 100% of these costs. These reorganization expenses have not been reflected in the tables above. | |
(3) | The VK Fund’s investment adviser is currently waiving or reimbursing all or a portion of the Fund’s management fees and/or other expenses such that the actual total annual portfolio operation expenses do not exceed the amounts shown below in the table. The fee waivers or expense waivers are expected to continue until such time that the Fund’s Board of Trustees acts to discontinue all or a portion of such waivers and/or reimbursements when it deems appropriate. | |
(4) | Class II Shares are subject to a combined annual distribution and service fee of up to 0.35% of the average daily net assets attributable to such class of shares; however the VK Board currently limits this amount to 0.25%. | |
(5) | Effective upon the closing of the Reorganization, Invesco Advisers has contractually agreed through at least June 30, 2012 to waive advisory fees and/or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement (excluding certain items discussed below) for each Acquiring Fund as shown in the table below. In determining Invesco Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement to exceed the limits reflected below in the table (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items; and (v) expenses that the Acquiring Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the expense offset arrangements from which the Fund benefits are in the form of credits that the Acquiring Fund receives from banks where the fund or its transfer agent has deposit accounts in which it hold uninvested cash. These credits are used to pay certain expenses incurred by the Acquiring Fund. |
VK Fund | Class I | Class II | Acquiring Fund | Series I | Series II | |||||
Van Kampen LIT Capital Growth Portfolio | 0.85% | 1.10% | Van Kampen V.I. Capital Growth Fund | [ ] | [ ] | |||||
Van Kampen LIT Comstock Portfolio | 0.95% | 1.20% | Van Kampen V.I. Comstock Fund | [ ] | [ ] | |||||
Van Kampen LIT Global Tactical Asset Allocation Portfolio | 0.90% | 1.15% | Van Kampen V.I. Global Tactical Asset Allocation Fund | [ ] | [ ] | |||||
Van Kampen LIT Government Portfolio | 0.60% | 0.85% | Van Kampen V.I. Government Fund | [ ] | [ ] | |||||
Van Kampen LIT Growth and Income Portfolio | 0.75% | 1.00% | Van Kampen V.I. Growth and Income Fund | [ ] | [ ] | |||||
Van Kampen LIT Mid Cap Growth Portfolio | N/A | 1.26% | Van Kampen V.I. Mid Cap Growth Fund | [ ] | [ ] |
(6) | Acquired Fund Fees and Expenses are not fees or expenses incurred by each fund directly, but are expenses of the investment companies in which the fund invests. You incur these fees and expenses indirectly through the valuation of the fund’s investment in those investment companies. As a result, the Net Annual Fund Operating Expenses listed above may exceed the expense limit numbers reflected above in the table. The impact of the acquired fund fees and expenses are included in the total returns of the Fund. |
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Class | 1 Year | 3 Years | 5 Years | 10 Years | ||||||||||||
Van Kampen LIT Capital Growth as of 6/30/09 | ||||||||||||||||
I merging into Acquiring Fund I | $ | 87 | $ | 271 | $ | 471 | $ | 1,049 | ||||||||
II merging into Acquiring Fund II | 112 | 350 | 606 | 1,340 | ||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Van Kampen LIT Comstock as of 6/30/09 | ||||||||||||||||
I merging into Acquiring Fund I | $ | 63 | $ | 199 | $ | 346 | $ | 774 | ||||||||
II merging into Acquiring Fund II | 89 | 278 | 482 | 1,073 | ||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Van Kampen LIT Global Tactical Asset Allocation as of 6/30/09 | ||||||||||||||||
I merging into Acquiring Fund I | $ | 96 | $ | 300 | $ | 520 | $ | 1,155 | ||||||||
II merging into Acquiring Fund II | 121 | 378 | 654 | 1,443 | ||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Van Kampen LIT Government as of 6/30/09 | ||||||||||||||||
I merging into Acquiring Fund I | $ | 61 | $ | 192 | $ | 335 | $ | 750 | ||||||||
II merging into Acquiring Fund II | 87 | 271 | 471 | 1,049 | ||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Van Kampen LIT Growth and Income as of 6/30/09 | ||||||||||||||||
I merging into Acquiring Fund I | $ | 63 | $ | 199 | $ | 346 | $ | 774 | ||||||||
II merging into Acquiring Fund II | 89 | 278 | 482 | 1,073 | ||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Van Kampen LIT Mid Cap Growth as of 6/30/09 | ||||||||||||||||
II merging into Acquiring Fund II | $ | 128 | $ | 400 | $ | 692 | $ | 1,523 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series II | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
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• | Invesco Asset Management Deutschland GmbH; | ||
• | Invesco Asset Management Limited; | ||
• | Invesco Asset Management (Japan) Limited; | ||
• | Invesco Australia Limited; | ||
• | Invesco Hong Kong Limited; | ||
• | Invesco Senior Secured Management, Inc.; and | ||
• | Invesco Trimark Ltd. |
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Van Kampen Funds | Acquiring Funds | |||
Accounting Services/ Administrator: | Van Kampen Asset Management | Invesco Advisers, Inc. | ||
Transfer Agent: | Van Kampen Investor Services, Inc. | Invesco Aim Investment Services, Inc. | ||
Custodian: | State Street Bank and Trust Company | State Street Bank and Trust Company | ||
Distributor: | Van Kampen Funds, Inc. | Invesco Aim Distributors, Inc. | ||
Auditor: | Ernst & Young LLP | PricewaterhouseCoopers LLP |
Acquiring Funds | ||
VK Funds Share Classes | Corresponding Share Classes | |
Class I | Series I | |
Class II | Series II |
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• | Acquiring Fund Registration Statement on Form N-14 under the 1933 Act shall have been filed with the SEC and such Registration Statement shall have become effective, and no stop-order suspending the effectiveness of the Registration Statement shall have been issued; | ||
• | the shareholders of the VK Fund shall have approved the Agreement; | ||
• | the Acquiring Fund and VK Fund have each delivered an officer’s certificate certifying that all agreements and commitments set forth in the Agreement have been satisfied; and | ||
• | the Acquiring Fund and VK Fund shall each have received a legal opinion that the consummation of the transactions contemplated by the Agreement will not result in the recognition of gain or loss for federal income tax purposes for the VK Fund or its shareholders or Acquiring Fund. |
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• | the Reorganization will qualify as a “reorganization” within the meaning of Section 368(a) of the Code; | ||
• | no gain or loss will be recognized by the VK Fund upon the transfer of its assets to the Acquiring Fund solely in exchange for shares of the Acquiring Fund and the Acquiring Fund’s assumption of the liabilities of the VK Fund or on the distribution of those shares to the VK Fund’s shareholders; | ||
• | no gain or loss will be recognized by the Acquiring Fund on its receipt of assets of the VK Fund solely in exchange for shares of the Acquiring Fund issued directly to the VK Fund’s shareholders; | ||
• | no gain or loss will be recognized by any shareholder of the VK Fund upon the exchange of shares of the VK Fund solely for shares of the Acquiring Fund; | ||
• | the aggregate tax basis of the shares of the Acquiring Fund to be received by a shareholder of the VK Fund will be the same as the shareholder’s aggregate tax basis of the shares of the VK Fund surrendered in exchange therefor; | ||
• | the holding period of the shares of the Acquiring Fund to be received by a shareholder of the VK Fund will include the period for which such shareholder held the shares of the VK Fund exchanged therefor, provided that such shares of the VK Fund are capital assets in the hands of such shareholder as of the Closing; and | ||
• | the Acquiring Fund will thereafter succeed to and take into account any capital loss carryover and certain other tax attributes of the VK Fund. |
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Van Kampen V.I. Capital | Pro Forma Van Kampen V.I. | |||||||||||||||
Van Kampen LIT Capital | Growth Fund (Acquiring | Pro Forma | Capital Growth Fund | |||||||||||||
Growth Portfolio | Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 72,511,046 | — | $ | (72,511,046) | (3) | $ | — | ||||||||
Class II | 109,902,387 | — | (109,902,387) | (3) | — | |||||||||||
Series I | — | — | 72,511,046 | (3) | 72,511,046 | |||||||||||
Series II | — | — | 109,902,387 | (3) | 109,902,387 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 27.33 | — | — | $ | — | ||||||||||
Class II | 26.96 | — | — | — | ||||||||||||
Series I | — | — | — | 27.33 | ||||||||||||
Series II | — | — | — | 26.96 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 2,653,487 | — | (2,653,487) | (3) | — | |||||||||||
Class II | 4,076,234 | — | (4,076,234) | (3) | — | |||||||||||
Series I | — | — | 2,653,487 | (3) | 2,653,487 | |||||||||||
Series II | — | — | 4,076,234 | (3) | 4,076,234 |
Pro Forma Van Kampen V.I. | ||||||||||||||||
Van Kampen LIT | Van Kampen V.I. Comstock | Pro Forma | Comstock Fund | |||||||||||||
Comstock Portfolio | Fund (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 147,300,801 | — | $ | (147,300,801) | (3) | $ | — | ||||||||
Class II | 2,132,485,474 | — | (2,132,485,474) | (3) | — | |||||||||||
Series I | — | — | 147,300,801 | (3) | 147,300,801 | |||||||||||
Series II | — | — | 2,132,485,474 | (3) | 2,132,485,474 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 10.08 | — | — | $ | — | ||||||||||
Class II | 10.05 | — | — | — | ||||||||||||
Series I | — | — | — | 10.08 | ||||||||||||
Series II | — | — | — | 10.05 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 14,613,558 | — | (14,613,558) | (3) | — | |||||||||||
Class II | 212,243,569 | — | (212,243,569) | (3) | — | |||||||||||
Series I | — | — | 14,613,558 | (3) | 14,613,558 | |||||||||||
Series II | — | — | 212,243,569 | (3) | 212,243,569 |
Pro Forma Van Kampen V.I. | ||||||||||||||||
Van Kampen LIT Global | Van Kampen V.I. Global | Global Tactical Asset | ||||||||||||||
Tactical Asset Allocation | Tactical Asset Allocation | Pro Forma | Allocation Fund | |||||||||||||
Portfolio | Fund (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 128,174 | — | $ | (128,174) | (3) | $ | — | ||||||||
Class II | 107,528,800 | — | (107,528,800) | (3) | — | |||||||||||
Series I | 128,174 | (3) | 128,174 | |||||||||||||
Series II | 107,528,800 | (3) | 107,528,800 | |||||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 12.82 | — | — | $ | — | ||||||||||
Class II | 12.79 | — | — | — | ||||||||||||
Series I | — | — | — | 12.82 | ||||||||||||
Series II | — | — | — | 12.79 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 10,000 | — | (10,000) | (3) | — | |||||||||||
Class II | 8,406,785 | — | (8,406,785) | (3) | — | |||||||||||
Series I | — | — | 10,000 | (3) | 10,000 | |||||||||||
Series II | — | — | 8,406,785 | (3) | 8,406,785 |
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Van Kampen V.I. | Pro Forma Van Kampen V.I. | |||||||||||||||
Van Kampen LIT | Government Fund | Pro Forma | Government Fund | |||||||||||||
Government Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 35,596,652 | — | $ | (35,596,652) | (3) | $ | — | ||||||||
Class II | 280,902,863 | — | (280,902,863) | (3) | — | |||||||||||
Series I | — | — | 35,596,652 | (3) | 35,596,652 | |||||||||||
Series II | — | — | 280,902,863 | (3) | 280,902,863 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 9.15 | — | — | $ | — | ||||||||||
Class II | 9.13 | — | — | — | ||||||||||||
Series I | — | — | — | 9.15 | ||||||||||||
Series II | — | — | — | 9.13 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 3,891,826 | — | (3,891,826) | (3) | — | |||||||||||
Class II | 30,757,361 | — | (30,757,361) | (3) | — | |||||||||||
Series I | — | — | 3,891,826 | (3) | 3,891,826 | |||||||||||
Series II | — | — | 30,757,361 | (3) | 30,757,361 |
Van Kampen V.I. Growth | Pro Forma Van Kampen V.I. | |||||||||||||||
Van Kampen LIT Growth | and Income Fund | Pro Forma | Growth and Income Fund | |||||||||||||
and Income Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 153,924,195 | — | $ | (153,924,195) | (3) | $ | — | ||||||||
Class II | 1,501,160,186 | — | (1,501,160,186) | (3) | — | |||||||||||
Series I | — | — | 153,924,195 | (3) | 153,924,195 | |||||||||||
Series II | — | — | 1,501,160,186 | (3) | 1,501,160,186 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 16.46 | — | — | $ | — | ||||||||||
Class II | 16.44 | — | — | — | ||||||||||||
Series I | — | — | — | 16.46 | ||||||||||||
Series II | — | — | — | 16.44 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 9,353,175 | — | (9,353,175) | (3) | — | |||||||||||
Class II | 91,312,343 | — | (91,312,343) | (3) | — | |||||||||||
Series I | — | — | 9,353,175 | (3) | 9,353,175 | |||||||||||
Series II | — | — | 91,312,343 | (3) | 91,312,343 |
Van Kampen V.I. Mid Cap | Pro Forma Van Kampen V.I. | |||||||||||||||
Van Kampen LIT Mid Cap | Growth Fund | Pro Forma | Mid Cap Growth Fund | |||||||||||||
Growth Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class II | $ | 42,173,291 | — | $ | (42,173,291) | (3) | $ | — | ||||||||
Series II | — | — | 42,173,291 | (3) | 42,173,291 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class II | $ | 3.08 | — | — | $ | — | ||||||||||
Series II | — | — | — | 3.08 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class II | 13,699,133 | — | (13,699,133) | (3) | — | |||||||||||
Series II | — | — | 13,699,133 | (3) | 13,699,133 |
(1) | Each Acquiring Fund is a shell fund without any shares outstanding and, therefore, no estimated capitalization is available. | |
(2) | Invesco and Morgan Stanley will bear, or will arrange for an entity under common ownership of Invesco or Morgan Stanley to bear, 100% of each VK Fund’s Reorganization expenses, therefore Net Assets have not been adjusted for any expenses expected to be incurred by each VK Fund in connection with the Reorganization. Each Aquiring Fund is expected to incur approximately $[ ] in connection with the Reorganization of which Invesco and Morgan Stanley, or entities under their respective common ownership, will pay 100%. As a result, there are no Pro Forma Adjustments to Net Assets. | |
(3) | Holders of each VK Fund Class I shares and/or Class II shares will receive Series I shares and/or Series II shares of the Acquiring Fund upon closing of the Reorganization. |
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AND EXCHANGE COMMISSION
23
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VK FUND | ||||||||
INVESTMENT | ||||||||
SEC FILE | SEC FILE | OBJECTIVE IS | ||||||
VK FUND | NUMBER | ACQUIRING FUND | NUMBER | FUNDAMENTAL | ||||
Van Kampen Life Investment Trust Capital Growth Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Capital Growth Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class I | Series I | |||||||
Class II | Series II | |||||||
Van Kampen Life Investment Trust Comstock Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Comstock Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class I | Series I | |||||||
Class II | Series II | |||||||
Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Global Tactical Asset Allocation Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class I | Series I | |||||||
Class II | Series II | |||||||
Van Kampen Life Investment Trust Government Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Government Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class I | Series I | |||||||
Class II | Series II | |||||||
Van Kampen Life Investment Trust Growth and Income Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Growth and Income Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class I | Series I | |||||||
Class II | Series II | |||||||
Van Kampen Life Investment Trust Mid Cap Growth Portfolio, a series of Van Kampen Life Investment Trust | 033-00628 | Van Kampen V.I. Mid Cap Growth Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class II | Series II |
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Number of | Percent Owned of | |||||||||||||||
Name and Address | Fund | Class of Shares | Shares Owned | Record* | ||||||||||||
Name and Address | % | |||||||||||||||
* | Trust has no knowledge of whether all or any portion of the shares owned of record are also owned beneficially. |
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Borrowing (some combined with Senior Securities)
VK Fund Fundamental Borrowing Restriction | Acquiring Fund Fundamental Borrowing Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Capital Growth Portfolio | Pledge, mortgage or hypothecate its portfolio securities or other assets to the extent that the percentage of pledged assets plus the sales load exceeds 10% of the offering price of the Portfolio’s shares. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. | ||
Van Kampen LIT Comstock Portfolio | Pledge any of its assets, except that the Portfolio may pledge assets having a value of not more than 10% of its total assets in order to secure permitted borrowings from banks. Such borrowings may not exceed 5% of the value of the Portfolio’s assets and can be made only as a temporary measure for extraordinary or emergency purposes. Notwithstanding the foregoing, the Portfolio may engage in transactions in options, futures contracts and options on futures contracts, segregate or deposit assets to cover or secure options written, and make margin deposits and payments for futures contracts and options on futures contracts. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio | Issue senior securities nor borrow money, except the Portfolio may issue senior securities or borrow money to the extent permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. | ||
Van Kampen LIT Government Portfolio | Borrow in excess of 10% of the market or other fair value of its total assets, or pledge its assets to an extent greater than 5% of the market or other fair value of its total assets. Any such borrowings shall be from banks and shall be undertaken only as a temporary measure for extraordinary or emergency purposes. Deposits in escrow in connection with the writing of options, or in connection with the purchase or sale of futures contracts and related options are not deemed to be a pledge or other encumbrance. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. |
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VK Fund Fundamental Borrowing Restriction | Acquiring Fund Fundamental Borrowing Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Growth and Income Portfolio | Borrow money, except from a bank and then only as a temporary measure for extraordinary or emergency purposes but not for making additional investments and not in excess of 5% of the total net assets of the Portfolio taken at cost. In connection with any borrowing the Portfolio may pledge up to 15% of its total assets taken at cost. Notwithstanding the foregoing, the Portfolio may engage in transactions in options, futures contracts and options on futures contracts, segregate or deposit assets to cover or secure options written, and make margin deposits or payments for futures contracts and options on futures contracts. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. | ||
Van Kampen LIT Mid Cap Growth Portfolio | Issue senior securities nor borrow money, except the Portfolio may issue senior securities or borrow money to the extent permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. |
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VK Fund Fundamental Senior Securities Restriction | Acquiring Fund Fundamental Senior Securities Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Growth and Income Portfolio | Issue senior securities, as defined in the 1940 Act, except that this restriction shall not be deemed to prohibit the Portfolio from (i) making and collateralizing any permitted borrowings, (ii) making any permitted loans of its portfolio securities, or (iii) entering into repurchase agreements, utilizing options, futures contracts, options on futures contracts and other investment strategies and instruments that would be considered “senior securities” but for the maintenance by the Portfolio of a segregated account with its custodian or some other form of “cover.” | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. | ||
Van Kampen LIT Capital Growth Portfolio | Issue senior securities and shall not borrow money except from banks as a temporary measure for extraordinary or emergency purposes and in an amount not exceeding 5% of the Portfolio’s total assets. Notwithstanding the foregoing, the Portfolio may enter into transactions in options, futures contracts and options on futures contracts and may make margin deposits and payments in connection therewith. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. |
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VK Fund Fundamental Underwriting Restriction | Acquiring Fund Fundamental Underwriting Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Capital Growth Portfolio Van Kampen LIT Government Portfolio Van Kampen LIT Growth and Income Portfolio | Underwrite securities of other companies, except insofar as a Portfolio might be deemed to be an underwriter for purposes of the Securities Act of 1933 in the resale of any securities owned by the Portfolio. | Underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act. | ||
Van Kampen LIT Comstock Portfolio | Engage in the underwriting of securities of other issuers, except that the Portfolio may sell an investment position even though it may be deemed to be an underwriter as that term is defined under the Securities Act of 1933. | Underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio Van Kampen LIT Mid Cap Growth Portfolio | Act as an underwriter of securities issued by others, except to the extent that, in connection with the disposition of portfolio securities, it may be deemed to be an underwriter under applicable securities laws. | Underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act. |
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VK Fund Fundamental Real Estate Restriction | Acquiring Fund Fundamental Real Estate Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Capital Growth Portfolio | Invest directly in real estate interests of any nature, although the Portfolio may invest indirectly through media such as real estate investment trusts. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
Van Kampen LIT Comstock Portfolio | Invest in real estate, commodities or commodities contracts, except that the Portfolio may engage in transactions in futures contracts and options on futures contracts. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio Van Kampen LIT Mid Cap Growth Portfolio | Purchase or sell real estate except that the Portfolio may: (a) acquire or lease office space for its own use, (b) invest in securities of issuers that invest in real estate or interests therein or that are engaged in or operate in the real estate industry, (c) invest in securities that are secured by real estate or interests therein, (d) purchase and sell mortgage-related securities, (e) hold and sell real estate acquired by the Portfolio as a result of the ownership of securities and (f) as otherwise permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
Van Kampen LIT Government Portfolio | Make any investment in real estate, commodities or commodities contracts, except that the Portfolio may invest in interest rate futures contracts and options on futures contracts and may purchase securities secured by real estate or interests therein; or issued by companies, including real estate investment trusts, which invest in real estate or interests therein. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
Van Kampen LIT Growth and Income Portfolio | Purchase or sell interests in real estate, except readily marketable securities, including securities of real estate investment trusts. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. |
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VK Fund Fundamental Commodities Restriction | Acquiring Fund Fundamental Commodities Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Capital Growth Portfolio | Invest in commodities or commodity contracts, except that the Portfolio may enter into transactions in futures contracts or options on futures contracts. | Purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio | Purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments; provided that this restriction shall not prohibit the Portfolio from purchasing or selling options, futures contracts and related options thereon, forward contracts, swaps, caps, floors, collars and any other financial instruments or from investing in securities or other instruments backed by physical commodities or as otherwise permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities. | ||
Van Kampen LIT Growth and Income Portfolio | Purchase or sell commodities or commodities contracts, except that the Portfolio may enter into transactions in futures contracts and related options. | Purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities. | ||
Van Kampen LIT Mid Cap Growth Portfolio | Purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments; provided that this restriction shall not prohibit the Portfolio from purchasing or selling options, futures contracts and options on futures contracts, forward contracts, swaps, caps, floors, collars and any other financial instruments or from investing in securities or other instruments backed by physical commodities or as otherwise permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities. |
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VK Fund Fundamental Lending Restriction | Acquiring Fund Fundamental Lending Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Comstock Portfolio | Make loans except by the purchase of bonds or other debt obligations of types commonly offered publicly or privately and purchased by financial institutions, including investment in repurchase agreements, provided that the Portfolio will not make any investment in repurchase agreements maturing in more than seven days if such investments, together with any illiquid securities held by the Portfolio, would exceed 10% of the value of its net assets. | Make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio Van Kampen LIT Mid Cap Growth Portfolio | Make loans of money or property to any person, except (a) to the extent that securities or interests in which the Portfolio may invest are considered to be loans, (b) through the loan of portfolio securities, (c) by engaging in repurchase agreements or (d) as may otherwise be permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests. | ||
Van Kampen LIT Government Portfolio | Lend money, except that the Portfolio may invest in repurchase agreements in accordance with applicable requirements set forth in the Prospectus and may acquire debt securities which the Portfolio’s investment policies permit. The Portfolio will not invest in repurchase agreements maturing in more than seven days (unless subject to a demand feature) if any such investment, together with any illiquid securities (including securities which are subject to legal or contractual restrictions on resale) held by the Portfolio, exceeds 10% of the market or other fair value of its total net assets. | Make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests. |
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Acquiring Fund Fundamental Industry Concentration | ||||
VK Fund Fundamental Industry Concentration Restriction | Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Capital Growth Portfolio | Invest more than 25% of the value of its total assets in securities of issuers in any particular industry (except obligations of the United States government, its agencies or instrumentalities and repurchase agreements secured hereby); provided, however, that this limitation excludes shares of other open-end investment companies owned by the Portfolio but includes the Portfolio’s pro rata portion of the securities and other assets owned by any such investment company. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
Van Kampen LIT Comstock Portfolio | Invest more than 25% of its total net asset value in any one industry, except that the Portfolio may purchase securities of other investment companies to the extent permitted by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief from the provisions of the 1940 Act, as amended from time to time. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
Van Kampen LIT Global Tactical Asset Allocation Portfolio | Invest in any security if, as a result, 25% or more of the value of the Portfolio’s total assets, taken at market value at the time of each investment, are in the securities of issuers in any particular industry except (a) securities issued or guaranteed by the U.S. government and its agencies and instrumentalities or securities of state and municipal governments or their political subdivisions, (b) when the Portfolio has taken a temporary defensive position, or (c) as otherwise provided by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. |
D-8
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Acquiring Fund Fundamental Industry Concentration | ||||
VK Fund Fundamental Industry Concentration Restriction | Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Van Kampen LIT Government Portfolio | Invest more than 25% of the value of its total assets in securities of issuers in any particular industry (except obligations of the United States government, its agencies or instrumentalities and repurchase agreements secured thereby). | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
Van Kampen LIT Growth and Income Portfolio | Invest more than 25% of its total net asset value in any one industry provided, however, that this limitation excludes shares of other open-end investment companies owned by the Portfolio but includes the Portfolio’s pro rata portion of the securities and other assets owned by any such company. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
Van Kampen LIT Mid Cap Growth Portfolio | Invest in any security if, as a result, 25% or more of the value of the Portfolio’s total assets, taken at market value at the time of each investment, are in the securities of issuers in any particular industry except (a) excluding securities issued or guaranteed by the U.S. government and its agencies and instrumentalities or securities of state and municipal governments or their political subdivisions, or (b) when the Portfolio has taken a temporary defensive position, or (c) as otherwise provided by (i) the 1940 Act, as amended from time to time, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, as amended from time to time, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act, as amended from time to time. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. |
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[Address]
Fax:
[Address]
Fax:
[Address]
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[Address]
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[Address]
Fax:
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[Address]
Fax:
[Address]
Fax:
[Address]
Fax:
[Address]
Fax:
[Address]
Fax:
11 Greenway Plaza, Suite 100
Houston, TX 77046
Fax: 713-993-9185
Attn: General Counsel
Stradley Ronon Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, PA 19103-7098
Fax: (215) 564-8120
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AIM Counselor Series Trust, on behalf of its series identified on Exhibit A hereto | AIM Growth Series, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Investment Funds, on behalf of its series identified on Exhibit A hereto | AIM Investment Securities Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Sector Funds, on behalf of its series identified on Exhibit A hereto | AIM Tax-Exempt Funds, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Variable Insurance Funds, on behalf of its series identified on Exhibit A hereto | ||||||||||
By: | ||||||||||
Name: | ||||||||||
Title: |
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Morgan Stanley Balanced Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley California Tax-Free Income Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Convertible Securities Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Dividend Growth Securities Inc., on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Equally-Weighted S&P 500 Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Fundamental Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley FX Series Funds, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Global Advantage Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Global Dividend Growth Securities, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Health Sciences Trust, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley High Yield Securities Inc., on behalf of its series identified on Exhibit A hereto | Morgan Stanley Institutional Fund, Inc., on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Table of Contents
Morgan Stanley Institutional Fund Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Mid-Cap Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Pacific Growth Fund Inc., on behalf of its series identified on Exhibit A hereto | Morgan Stanley New York Tax-Free Income Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Select Dimensions Investment Series, on behalf of its series identified on Exhibit A hereto | Morgan Stanley S&P 500 Index Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Small-Mid Special Value Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Series Funds, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Tax-Exempt Securities Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Special Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Technology Fund, on behalf of its series identified on Exhibit A hereto | ||||||||||
By: | ||||||||||
Title: |
Table of Contents
Morgan Stanley Value Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Variable Investment Series, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
The Universal Institutional Funds, Inc., on behalf of its series identified on Exhibit A hereto | Van Kampen Capital Growth Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Comstock Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Corporate Bond Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Enterprise Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Equity and Income Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Equity Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Equity Trust II, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Government Securities Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Growth and Income Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: |
Table of Contents
Van Kampen Harbor Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen High Yield Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Life Investment Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Limited Duration Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Pennsylvania Tax Free Income Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Real Estate Securities Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Series Fund, Inc., on behalf of its series identified on Exhibit A hereto | Van Kampen Tax-Exempt Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Tax Free Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Trust II, on behalf of its series identified on Exhibit A hereto | Van Kampen U.S. Government Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: |
Table of Contents
Invesco Advisers, Inc. | Morgan Stanley Investment Management Inc. | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Morgan Stanley Investment Advisors Inc. | ||||||
By: | ||||||
Name: | ||||||
Title: | ||||||
Van Kampen Asset Management | ||||||
By: | ||||||
Name: | ||||||
Title: |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Counselor Series Trust | ||
Invesco Balanced Fund, a series of AIM Counselor Series Trust | Morgan Stanley Balanced Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco California Tax-Free Income Fund, a series of AIM Counselor Series Trust | Morgan Stanley California Tax-Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Dividend Growth Securities Fund, a series of AIM Counselor Series Trust | Morgan Stanley Dividend Growth Securities Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Equally-Weighted S&P 500 Fund, a series of AIM Counselor Series Trust | Morgan Stanley Equally-Weighted S&P 500 Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Fundamental Value Fund, a series of AIM Counselor Series Trust | Morgan Stanley Fundamental Value Fund | |
Class A | Class A |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Large Cap Relative Value Fund, a series of AIM Counselor Series Trust | Large Cap Relative Value Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco New York Tax-Free Income Fund, a series of AIM Counselor Series Trust | Morgan Stanley New York Tax-Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco S&P 500 Index, a series of AIM Counselor Series Trust | Morgan Stanley S&P 500 Index Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen American Franchise Fund, a series of AIM Counselor Series Trust | Van Kampen American Franchise Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Core Equity Fund, a series of AIM Counselor Series Trust | Van Kampen Core Equity Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Equity and Income Fund, a series of AIM Counselor Series Trust | Van Kampen Equity and Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Equity Premium Income Fund, a series of AIM Counselor Series Trust | Van Kampen Equity Premium Income Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Growth and Income Fund, a series of AIM Counselor Series Trust | Van Kampen Growth and Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Pennsylvania Tax Free Income Fund, a series of AIM Counselor Series Trust | Van Kampen Pennsylvania Tax Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Small Cap Growth Fund, a series of AIM Counselor Series Trust | Van Kampen Small Cap Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Growth Series | ||
Invesco Convertible Securities Fund, a series of AIM Growth Series | Morgan Stanley Convertible Securities Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Conservative Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Conservative Fund, a series of Van Kampen Equity Trust |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Growth Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Moderate Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Moderate Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Harbor Fund, a series of AIM Growth Series | Van Kampen Harbor Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Leaders Fund, a series of AIM Growth Series | Van Kampen Leaders Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Real Estate Securities Fund, a series of AIM Growth Series | Van Kampen Real Estate Securities Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen U.S. Mortgage Fund, a series of AIM Growth Series | Van Kampen U.S. Mortgage Fund, a series of Van Kampen U.S. Government Trust |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Investment Funds | ||
Invesco Alternative Opportunities Fund, a series of AIM Investment Funds | Morgan Stanley Alternative Opportunities Fund, a series of Morgan Stanley Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Commodities Alpha Fund, a series of AIM Investment Funds | Morgan Stanley Commodities Alpha Fund, a series of Morgan Stanley Series Funds | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco FX Alpha Plus Strategy Fund, a series of AIM Investment Funds | The FX Alpha Plus Strategy Portfolio, a series of Morgan Stanley FX Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco FX Alpha Strategy Fund, a series of AIM Investment Funds | The FX Alpha Strategy Portfolio, a series of Morgan Stanley FX Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Global Advantage Fund, a series of AIM Investment Funds | Morgan Stanley Global Advantage Fund | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Invesco Global Dividend Growth Securities Fund, a series of AIM Investment Funds | Morgan Stanley Global Dividend Growth Securities | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Health Sciences Fund, a series of AIM Investment Funds | Morgan Stanley Health Sciences Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco International Growth Equity Fund, a series of AIM Investment Funds | International Growth Equity Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco Pacific Growth Fund, a series of AIM Investment Funds | Morgan Stanley Pacific Growth Fund Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Van Kampen Emerging Markets Fund, a series of AIM Investment Funds | Van Kampen Emerging Markets Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Bond Fund, a series of AIM Investment Funds | Van Kampen Global Bond Fund, a series of Van Kampen Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Global Equity Allocation Fund, a series of AIM Investment Funds | Van Kampen Global Equity Allocation Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Franchise Fund, a series of AIM Investment Funds | Van Kampen Global Franchise Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Tactical Asset Allocation Fund, a series of AIM Investment Funds | Van Kampen Global Tactical Asset Allocation Fund, a series of Van Kampen Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen International Advantage Fund, a series of AIM Investment Funds | Van Kampen International Advantage Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen International Growth Fund, a series of AIM Investment Funds | Van Kampen International Growth Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Investment Securities Fund | ||
Invesco High Yield Securities Fund, a series of AIM Investment Securities Fund | Morgan Stanley High Yield Securities Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Core Plus Fixed Income Fund, a series of AIM Investment Securities Fund | Van Kampen Core Plus Fixed Income Fund, a series of Van Kampen Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Corporate Bond Fund, a series of AIM Investment Securities Fund | Van Kampen Corporate Bond Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Government Securities Fund, a series of AIM Investment Securities Fund | Van Kampen Government Securities Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen High Yield Fund, a series of AIM Investment Securities Fund | Van Kampen High Yield Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Limited Duration Fund, a series of AIM Investment Securities Fund | Van Kampen Limited Duration Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Sector Funds | ||
Invesco Mid-Cap Value Fund, a series of AIM Sector Funds | Morgan Stanley Mid-Cap Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Small-Mid Special Value Fund, a series of AIM Sector Funds | Morgan Stanley Small-Mid Special Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Special Value Fund, a series of AIM Sector Funds | Morgan Stanley Special Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Technology Fund, a series of AIM Sector Funds | Morgan Stanley Technology Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco U.S. Mid Cap Value Fund, a series of AIM Sector Funds | U.S. Mid Cap Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class Y | Investment Class | |
Class A | Class P | |
Invesco U.S. Small Cap Value Fund, a series of AIM Sector Funds | U.S. Small Cap Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class A | Class P |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco U.S. Small/Mid Cap Value Fund, a series of AIM Sector Funds | U.S. Small/Mid Cap Value Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco Value Fund, a series of AIM Sector Funds | Morgan Stanley Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Value II Fund, a series of AIM Sector Funds | Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class A | Class P | |
Van Kampen American Value Fund, a series of AIM Sector Funds | Van Kampen American Value Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Capital Growth Fund, a series of AIM Sector Funds | Van Kampen Capital Growth Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Comstock Fund, a series of AIM Sector Funds | Van Kampen Comstock Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Enterprise Fund, a series of AIM Sector Funds | Van Kampen Enterprise Fund | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Mid Cap Growth Fund, a series of AIM Sector Funds | Van Kampen Mid Cap Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Small Cap Value Fund, a series of AIM Sector Funds | Van Kampen Small Cap Value Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Technology Fund, a series of AIM Sector Funds | Van Kampen Technology Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Utility Fund, a series of AIM Sector Funds | Van Kampen Utility Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Value Opportunities Fund, a series of AIM Sector Funds | Van Kampen Value Opportunities Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Tax-Exempt Funds | ||
Invesco Municipal Fund, a series of AIM Tax-Exempt Funds | Municipal Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class A | Class H | |
Class Y | Class I | |
Class A | Class L | |
Class A | Class P |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco Tax-Exempt Securities Fund, a series of AIM Tax-Exempt Funds | Morgan Stanley Tax-Exempt Securities Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen California Insured Tax Free Fund, a series of AIM Tax-Exempt Funds | Van Kampen California Insured Tax Free Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen High Yield Municipal Fund, a series of AIM Tax-Exempt Funds | Van Kampen High Yield Municipal Fund, a series of Van Kampen Tax-Exempt Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Insured Tax Free Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Insured Tax Free Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Intermediate Term Municipal Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Intermediate Term Municipal Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Municipal Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Municipal Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen New York Tax Free Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen New York Tax Free Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Variable Insurance Funds | ||
Invesco V.I. Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Global Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Global Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. High Yield Fund, a series of AIM Variable Insurance Funds | The High Yield Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Invesco V.I. Income Builder Fund, a series of AIM Variable Insurance Funds | The Income Builder Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. S&P 500 Index Fund, a series of AIM Variable Insurance Funds | The S&P 500 Index Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Select Dimensions Balanced Fund, a series of AIM Variable Insurance Funds | The Balanced Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco V.I. Select Dimensions Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Dividend Growth Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Selection Dimensions Equally-Weighted S&P 500 Fund, a series of AIM Variable Insurance Funds | The Equally-Weighted S&P 500 Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Van Kampen V.I. Capital Growth Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Capital Growth Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Comstock Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Comstock Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Equity and Income Fund, a series of AIM Variable Insurance Funds | Equity and Income Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series II | Class II | |
Van Kampen V.I. Global Tactical Asset Allocation Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Global Value Equity Fund, a series of AIM Variable Insurance Funds | Global Value Equity Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I |
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Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Van Kampen V.I. Government Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Government Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Growth and Income Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Growth and Income Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. High Yield Fund, a series of AIM Variable Insurance Funds | High Yield Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. International Growth Equity Fund, a series of AIM Variable Insurance Funds | International Growth Equity Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series II | Class II | |
Van Kampen V.I. Mid Cap Growth Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Mid Cap Growth Portfolio, a series of Van Kampen Life Investment Trust | |
Series II | Class II | |
Van Kampen V.I. Mid Cap Value Fund, a series of AIM Variable Insurance Funds | U.S. Mid Cap Value Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Value Fund, a series of AIM Variable Insurance Funds | Value Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I |
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JURISDICTION WHERE | FORM OF | |||
TARGET ENTITY | ORGANIZED | ORGANIZATION | ||
Morgan Stanley Balanced Fund | Massachusetts | Business trust | ||
Morgan Stanley California Tax-Free Income Fund | Massachusetts | Business trust | ||
Morgan Stanley Convertible Securities Trust | Massachusetts | Business trust | ||
Morgan Stanley Dividend Growth Securities Inc. | Maryland | Corporation | ||
Morgan Stanley Equally-Weighted S&P 500 Fund | Massachusetts | Business trust | ||
Morgan Stanley Fundamental Value Fund | Massachusetts | Business trust | ||
Morgan Stanley FX Series Funds | Massachusetts | Business trust | ||
Morgan Stanley Global Advantage Fund | Massachusetts | Business trust | ||
Morgan Stanley Global Dividend Growth Securities | Massachusetts | Business trust | ||
Morgan Stanley Health Sciences Trust | Massachusetts | Business trust | ||
Morgan Stanley High Yield Securities Inc. | Maryland | Corporation | ||
Morgan Stanley Institutional Fund, Inc. | Maryland | Corporation | ||
Morgan Stanley Institutional Fund Trust | Pennsylvania | Business trust | ||
Morgan Stanley Mid-Cap Value Fund | Massachusetts | Business trust | ||
Morgan Stanley New York Tax-Free Income Fund | Massachusetts | Business trust | ||
Morgan Stanley Pacific Growth Fund Inc. | Maryland | Corporation | ||
Morgan Stanley S&P 500 Index Fund | Massachusetts | Business trust | ||
Morgan Stanley Select Dimensions Investment Series | Massachusetts | Business trust | ||
Morgan Stanley Series Funds | Massachusetts | Business trust | ||
Morgan Stanley Small-Mid Special Value Fund | Massachusetts | Business trust | ||
Morgan Stanley Special Value Fund | Massachusetts | Business trust |
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JURISDICTION WHERE | FORM OF | |||
TARGET ENTITY | ORGANIZED | ORGANIZATION | ||
Morgan Stanley Tax-Exempt Securities Trust | Massachusetts | Business trust | ||
Morgan Stanley Technology Fund | Massachusetts | Business trust | ||
Morgan Stanley Value Fund | Massachusetts | Business trust | ||
Morgan Stanley Variable Investment Series | Massachusetts | Business trust | ||
The Universal Institutional Funds, Inc. | Maryland | Corporation | ||
Van Kampen Capital Growth Fund | Delaware | Statutory trust | ||
Van Kampen Comstock Fund | Delaware | Statutory trust | ||
Van Kampen Corporate Bond Fund | Delaware | Statutory trust | ||
Van Kampen Enterprise Fund | Delaware | Statutory trust | ||
Van Kampen Equity and Income Fund | Delaware | Statutory trust | ||
Van Kampen Equity Trust | Delaware | Statutory trust | ||
Van Kampen Equity Trust II | Delaware | Statutory trust | ||
Van Kampen Government Securities Fund | Delaware | Statutory trust | ||
Van Kampen Growth and Income Fund | Delaware | Statutory trust | ||
Van Kampen Harbor Fund | Delaware | Statutory trust | ||
Van Kampen High Yield Fund | Delaware | Statutory trust | ||
Van Kampen Life Investment Trust | Delaware | Statutory trust | ||
Van Kampen Limited Duration Fund | Delaware | Statutory trust | ||
Van Kampen Pennsylvania Tax Free Income Fund | Pennsylvania | Business trust | ||
Van Kampen Real Estate Securities Fund | Delaware | Statutory trust | ||
Van Kampen Series Fund, Inc. | Maryland | Corporation | ||
Van Kampen Tax-Exempt Trust | Delaware | Statutory trust | ||
Van Kampen Tax Free Trust | Delaware | Statutory trust | ||
Van Kampen Trust | Delaware | Statutory trust | ||
Van Kampen Trust II | Delaware | Statutory trust | ||
Van Kampen U.S. Government Trust | Delaware | Statutory trust |
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New York, New York 10036
(800) 869-6397(NEWS)
Sincerely, | ||||
[Name] [Title] | ||||
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New York, New York 10036
(800) 869-NEWS
To Be Held on ______________, 2010
Morgan Stanley Funds | Acquiring Funds | |
Morgan Stanley Variable Investment Series Dividend Growth Portfolio | Invesco V.I. Dividend Growth Fund | |
Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio | Invesco V.I. Global Dividend Growth Fund | |
Morgan Stanley Variable Investment Series High Yield Portfolio | Invesco V.I. High Yield Fund | |
Morgan Stanley Variable Investment Series Income Builder Portfolio | Invesco V.I. Income Builder Fund | |
Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | Invesco V.I. S&P 500 Index Fund | |
Morgan Stanley Select Dimensions Investment Series Balanced Portfolio | Invesco V.I. Select Dimensions Balanced Fund | |
Morgan Stanley Select Dimensions Investment Series Dividend Growth Portfolio | Invesco V.I. Select Dimensions Dividend Growth Fund | |
Morgan Stanley Select Dimensions Investment Series Equally—Weighted S&P 500 Portfolio | Invesco V.I. Select Dimensions Equally—Weighted S&P 500 Fund | |
Universal Institutional Funds, Inc. Equity and Income Portfolio | Van Kampen V.I. Equity and Income Fund | |
Universal Institutional Funds, Inc. Global Value Equity Portfolio | Van Kampen V.I. Global Value Equity Fund | |
Universal Institutional Funds, Inc. High Yield Portfolio | Van Kampen V.I. High Yield Fund | |
Universal Institutional Funds, Inc. International Growth Equity Portfolio | Van Kampen V.I. International Growth Equity Fund | |
Universal Institutional Funds, Inc. U.S. Mid Cap Value Portfolio | Van Kampen V.I. Mid Cap Value Fund | |
Universal Institutional Funds, Inc. Value Portfolio | Van Kampen V.I. Value Fund |
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Secretary
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AND VOTE ON THE PROPOSAL
Q/A-1
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Q/A-2
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Q/A-3
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• | Voting instructions in Person: If you attend the Meeting and wish to provide voting instructions in person, we will provide you with a voting instruction form prior to the vote. Please indicate in the appropriate space on the voting instruction form if you plan to attend the Meeting. | ||
• | Voting instructions by Mail: Whether or not you plan to attend the Meeting, we urge you to complete, sign and date the enclosed voting instruction form and to return it promptly in the envelope provided. Returning the voting instruction form will not affect your right to attend the Meeting and vote. | ||
• | Voting instructions by Telephone or the Internet: You may be permitted to provide voting instructions by telephone or through a website established for that purpose by following the instructions that appear on the voting instruction form accompanying the Joint Proxy Statement/Prospectus. |
Q/A-4
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MORGAN STANLEY FUNDS 522 Fifth Avenue New York, New York 10036 (800) 869-NEWS | AIM FUNDS 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (800) 959-4246 |
_____________, 2010
• | the transfer of all of the assets and liabilities of the MS Fund to its corresponding Acquiring Fund in exchange for shares of the corresponding Acquiring Fund having equivalent value to the net assets transferred; | ||
• | the pro rata distribution of shares of the same or a comparable class of the Acquiring Fund to the shareholders of record of the MS Fund as of immediately prior to the opening of regular trading on the New York Stock Exchange (“Effective Time”) on the closing date of the Reorganization (“Closing Date”); and |
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• | the liquidation and dissolution of the MS Fund. |
• | Prospectuses of the MS Funds and the Acquiring Funds; | ||
• | Annual and Semi-Annual Reports to shareholders of the MS Funds; and | ||
• | Statements of Additional Information (“SAIs”) for the MS Funds and the Acquiring Funds. |
For MS Fund Documents: | For Acquiring Fund Documents: | |
MORGAN STANLEY FUNDS 522 Fifth Avenue New York, New York 10036 (800) 869-6397(NEWS) | AIM FUNDS 11 Greenway Plaza, Suite 100 Houston, Texas 77046 (800) 959-4246 |
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EXHIBIT A | MS Funds and Corresponding Acquiring Funds | |
EXHIBIT B | Outstanding Shares of MS Funds | |
EXHIBIT C | Ownership of MS Funds | |
EXHIBIT D | Comparison of Fundamental Investment Restrictions | |
EXHIBIT E | Form of Agreement and Plan of Reorganization |
ii
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APPROVAL OF AN AGREEMENT AND PLAN OF REORGANIZATION
1
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2
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Annual Fund Operating Expenses (1) | ||||||||||||||||||||||||||||
Total | Net | |||||||||||||||||||||||||||
Distribution | Acquired | Annual | Annual | |||||||||||||||||||||||||
and/or | Fund Fees | Fund | Fund | |||||||||||||||||||||||||
Management | Service | Other | and | Operating | Fee | Operating | ||||||||||||||||||||||
Class | Fees | (12b-1) Fees | Expenses (2) | Expenses | Expenses | Waiver | Expenses | |||||||||||||||||||||
Morgan Stanley Select Dimensions Investment Series — Balanced Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.52 | % | None | 0.35 | % | 0.00 | % | 0.87 | %(3) | 0.00 | % | 0.87 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.52 | % | 0.25 | % | 0.35 | % | 0.00 | % | 1.12 | %(3) | 0.00 | % | 1.12 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.52 | % | None | 0.65 | % | 0.00 | % | 1.17 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.52 | % | 0.25 | % | 0.65 | % | 0.00 | % | 1.42 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Select Dimensions Investment Series — Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.55 | % | None | 0.19 | % | 0.00 | % | 0.74 | % | 0.00 | % | 0.74 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.55 | % | 0.25 | % | 0.19 | % | 0.00 | % | 0.99 | % | 0.00 | % | 0.99 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.55 | % | None | 0.42 | % | 0.00 | % | 0.97 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.55 | % | 0.25 | % | 0.42 | % | 0.00 | % | 1.22 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Select Dimensions Investment Series — Equally-Weighted S&P 500 Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.12 | % | None | 0.27 | % | 0.00 | % | 0.39 | % | 0.00 | % | 0.39 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.12 | % | 0.25 | % | 0.27 | % | 0.00 | % | 0.64 | % | 0.00 | % | 0.64 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.12 | % | None | 0.50 | % | 0.00 | % | 0.62 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.12 | % | 0.25 | % | 0.50 | % | 0.00 | % | 0.87 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series — Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.54 | % | None | 0.15 | % | 0.00 | % | 0.69 | % | 0.00 | % | 0.69 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.54 | % | 0.25 | % | 0.15 | % | 0.00 | % | 0.94 | % | 0.00 | % | 0.94 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.54 | % | None | 0.35 | % | 0.00 | % | 0.89 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.54 | % | 0.25 | % | 0.35 | % | 0.00 | % | 1.14 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series — Global Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.67 | % | None | 0.26 | % | 0.00 | % | 0.93 | % | 0.00 | % | 0.93 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.67 | % | 0.25 | % | 0.26 | % | 0.00 | % | 1.18 | % | 0.00 | % | 1.18 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.67 | % | None | 0.49 | % | 0.00 | % | 1.16 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.67 | % | 0.25 | % | 0.49 | % | 0.00 | % | 1.41 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series — High Yield Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.42 | % | None | 1.25 | % | 0.00 | % | 1.67 | % | 0.00 | % | 1.67 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.42 | % | 0.25 | % | 1.25 | % | 0.00 | % | 1.92 | % | 0.00 | % | 1.92 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.42 | % | None | 1.59 | % | 0.00 | % | 2.01 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.42 | % | 0.25 | % | 1.59 | % | 0.00 | % | 2.26 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series — Income Builder Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.67 | % | None | 0.32 | % | 0.00 | % | 0.99 | % | 0.00 | % | 0.99 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.67 | % | 0.25 | % | 0.32 | % | 0.00 | % | 1.24 | % | 0.00 | % | 1.24 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.67 | % | None | 0.66 | % | 0.00 | % | 1.33 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.67 | % | 0.25 | % | 0.66 | % | 0.00 | % | 1.58 | % | [ ] | (4) | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series — S&P 500 Index Portfolio as of June 30, 2009 | ||||||||||||||||||||||||||||
Class X merging into Acquiring Fund Series I | 0.12 | % | None | 0.19 | % | 0.00 | % | 0.31 | %(5) | 0.00 | % | 0.31 | % | |||||||||||||||
Class Y merging into Acquiring Fund Series II | 0.12 | % | 0.25 | % | 0.19 | % | 0.00 | % | 0.56 | %(5) | 0.00 | % | 0.56 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.12 | % | None | 0.40 | % | 0.00 | % | 0.52 | % | [ ] | (4) | [ ] | ||||||||||||||||
Series II | 0.12 | % | 0.25 | % | 0.40 | % | 0.00 | % | 0.77 | % | [ ] | (4) | [ ] | |||||||||||||||
UIF Equity & Income Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class II merging into Acquiring Fund Series II | 0.43 | % | 0.35 | %(8) | 0.27 | % | 0.01 | %(7) | 1.06 | % | 0.30 | %(6)(8) | 0.76 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series II | 0.43 | % | 0.25 | %(8) | 0.28 | % | 0.01 | %(7) | 0.97 | % | [ ] | (4)(8) | [ ] | |||||||||||||||
UIF Global Value Equity Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund Series I | 0.67 | % | None | 0.49 | % | 0.00 | % | 1.16 | % | 0.01 | %(6) | 1.15 | % | |||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.67 | % | None | 0.61 | % | 0.00 | % | 1.28 | % | [ ] | (4) | [ ] | ||||||||||||||||
UIF High Yield Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund Series I | 0.42 | % | None | 0.36 | % | 0.01 | %(7) | 0.79 | % | 0.00 | %(6) | 0.79 | % | |||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.42 | % | None | 0.52 | % | 0.01 | %(7) | 0.95 | % | [ ] | (4) | [ ] | ||||||||||||||||
UIF International Growth Equity Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class II merging into Acquiring Fund Series II | 0.75 | % | 0.35 | %(8) | 0.35 | %(8) | 0.00 | % | 1.45 | % | 0.10 | %(6)(8) | 1.35 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series II | 0.75 | % | 0.25 | %(8) | 0.37 | % | 0.00 | % | 1.47 | % | [ ] | (4)(8) | [ ] | |||||||||||||||
UIF U.S. Mid Cap Value Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class II merging into Acquiring Fund Series II | 0.72 | % | None | 0.29 | % | 0.01 | %(7) | 1.02 | % | 0.00 | %(6) | 1.02 | % | |||||||||||||||
Class I merging into Acquiring Fund Series I | 0.72 | % | 0.35 | %(8) | 0.29 | % | 0.01 | %(7) | 1.37 | % | 0.25 | %(6)(8) | 1.12 | % | ||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series II | 0.72 | % | 0.25 | %(8) | 0.31 | % | 0.01 | %(7) | 1.29 | % | [ ] | (4)(8) | [ ] | |||||||||||||||
Series I | 0.72 | % | None | 0.31 | % | 0.01 | %(7) | 1.04 | % | [ ] | (4) | [ ] | ||||||||||||||||
UIF Value Portfolio as of 06/30/09 | ||||||||||||||||||||||||||||
Class I merging into Acquiring Fund Series I | 0.55 | % | None | 0.38 | % | 0.00 | % | 0.93 | % | 0.07 | %(6) | 0.86 | % | |||||||||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||||||||||||||
Series I | 0.55 | % | None | 0.63 | % | 0.00 | % | 1.18 | % | [ ] | (4) | [ ] | ||||||||||||||||
(1) | There is no guarantee that actual expenses will be the same as those shown in the table. Pro Forma expenses of each Acquiring Fund are based on estimated amounts for the current fiscal year. | |
(2) | Each MS Fund is estimated to incur approximately [$ ] in connection with the Reorganization and each Acquiring Fund will incur approximately [$ ] in connection with the Reorganization. Morgan Stanley and Invesco will bear, or will arrange for an entity under common ownership to bear, 100% of these costs. These reorganization expenses have not been reflected in the tables above. | |
(3) | The Total Annual Fund Operating Expenses does not include a rebate of certain Fund expenses in connection with investments in Morgan Stanley Institutional Liquidity Funds-Money Market Portfolio-Institutional Class during the fiscal period, which had a net effect on the Fund’s total annual operating expenses of 0.01%. | |
(4) | Effective upon the closing of the Reorganization, Invesco Advisers has contractually agreed through at least June 30, 2012 to waive advisory fees and/or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement (excluding certain items discussed below) for each Acquiring Fund as shown in the table below. In determining Invesco Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement to exceed the limits reflected below in the table (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items; and (v) expenses that the Acquiring Fund has incurred but did not actually pay because of an expense offset arrangement. Currently, the expense offset arrangements from which the Acquiring Fund benefits are in the form of credits that the Acquiring Fund receives from banks where the Acquiring Fund or its transfer agent has deposit accounts in which it hold uninvested cash. These credits are used to pay certain expenses incurred by the Acquiring Fund. | |
(5) | The investment adviser to this MS Fund has agreed to permanently cap the Total Annual Fund Operating Expenses (except for brokerage and 12b-1 fees) by assuming the Fund’s “other expense” and/or waiving the Fund’s advisory fees to the extent such Total Annual Fund Operating Expenses exceed 0.40% of the average daily net assets of the Fund on an annualized basis. Because the Total Annual Fund Operating Expenses (excluding brokerage and 12b-1 fees) did not exceed 0.40% during this period, the expense cap/fee waiver had no effect on the expenses set forth in the above fee table. | |
(6) | The above fee table does not show the effect of the investment adviser’s voluntary fee waivers and/or expense reimbursements, or Morgan Stanley Distribution Inc.’s (“Distributor”) voluntary 12b-1 fee waivers, if applicable. The investment adviser had voluntarily agreed to reduce its advisory fee and/or reimburse the Fund so that Total Annual Fund Operating Expenses, excluding certain investment related expenses described below (but including any 12b-1 fee paid to the Distributor) and Acquired Fund Fees and Expenses, will not exceed the amounts shown below in the table. In addition, the Distributor has voluntarily agreed to waive a portion of its 12b-1 fee, if applicable. In determining the actual amount of voluntary advisory fee waivers and/or expense reimbursements for the MS Fund, if any, certain investment related expenses, such as foreign country tax expense and interest expenses on amounts borrowed, are excluded from Total Annual Fund Operating Expenses. If these expenses were included, the Total Annual Fund Operating Expenses after voluntary fee waivers and/or expense reimbursements could exceed the expense ratio shown below in the table. |
Fund | Fund I | Fund II | Class I | Class II | Acquiring Fund | Series I | Series II | |||||||||||||||
Morgan Stanley Select Dimensions Balanced Portfolio | None | None | N/A | N/A | Invesco V.I. Select Dimensions Balanced Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Select Dimensions Dividend Growth Portfolio | None | None | N/A | N/A | Invesco V.I. Select Dimensions Dividend Growth Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio | None | None | N/A | N/A | Invesco V.I. Select Dimensions Equally-Weighted S&P 500 Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series Dividend Growth Portfolio | None | None | N/A | N/A | Invesco V.I. Dividend Growth Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio | None | None | N/A | N/A | Invesco V.I. Global Dividend Growth Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series High Yield Portfolio | None | None | N/A | N/A | Invesco V.I. High Yield Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series Income Builder Portfolio | None | None | N/A | N/A | Invesco V.I. Income Builder Fund | [ ] | [ ] | |||||||||||||||
Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | 0.40 | % | 0.65 | % | N/A | N/A | Invesco V.I. S&P 500 Index Fund | [ ] | [ ] | |||||||||||||
Van Kampen UIF Equity and Income Portfolio | N/A | N/A | N/A | 1.00 | % | Van Kampen V.I. Equity and Income Fund | [ ] | [ ] | ||||||||||||||
Van Kampen UIF Global Value Equity Portfolio | N/A | N/A | 1.15 | % | N/A | Van Kampen V.I. Global Value Equity Fund | [ ] | [ ] | ||||||||||||||
Van Kampen UIF High Yield Portfolio | N/A | N/A | 0.80 | % | N/A | Van Kampen V.I. High Yield Fund | [ ] | [ ] | ||||||||||||||
Van Kampen UIF International Growth Equity Portfolio | N/A | N/A | N/A | 1.35 | % | Van Kampen V.I. International Growth Equity Fund | [ ] | [ ] | ||||||||||||||
Van Kampen UIF U.S. Mid Cap Value Portfolio | N/A | N/A | 1.05 | % | 1.15 | % | Van Kampen V.I. U.S. Mid Cap Value Fund | [ ] | [ ] | |||||||||||||
Van Kampen UIF .Value Portfolio | N/A | N/A | 0.85 | % | N/A | Van Kampen V.I. Value Fund | [ ] | [ ] |
(7) | Acquired fund fees and expenses are not fees or expenses incurred by each Fund directly, but are expenses of the investment companies in which the Fund invests. You incur these fees and expenses indirectly through the valuation of the Fund’s investment in those investment companies. As a result, the Net Annual Fund Operating Expenses listed above may exceed the expense limit numbers reflected above in the table. The impact of the acquired fund fees and expenses are included in the total returns of the Fund. |
(8) | The net 12b-1 ratio for the MS Fund and the Acquiring Fund is 0.05%, 0.25%, and 0.10% for Van Kampen V.I. Equity and Income Fund, Van Kampen V.I. International Growth Equity Fund and Van Kampen V.I. U.S. Mid Cap Value Fund, respectively. |
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Class | 1 Year | 3 Years | 5 Years | 10 Years | ||||||||||||
Morgan Stanley Select Dimensions Investment Series — Balanced Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 89 | $ | 278 | $ | 482 | $ | 1,073 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 114 | $ | 356 | $ | 617 | $ | 1,363 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Select Dimensions Investment Series — Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 76 | $ | 237 | $ | 411 | $ | 918 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 101 | $ | 315 | $ | 547 | $ | 1,213 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Select Dimensions Investment Series — Equally-Weighted S&P 500 Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 40 | $ | 125 | $ | 219 | $ | 493 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 65 | $ | 205 | $ | 357 | $ | 798 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Variable Investment Series — Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 70 | $ | 221 | $ | 384 | $ | 859 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 96 | $ | 300 | $ | 520 | $ | 1,155 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Variable Investment Series — Global Dividend Growth Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 95 | $ | 296 | $ | 515 | $ | 1,143 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 120 | $ | 375 | $ | 649 | $ | 1,432 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Variable Investment Series — High Yield Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 170 | $ | 526 | $ | 907 | $ | 1,976 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 195 | $ | 603 | $ | 1,037 | $ | 2,243 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Variable Investment Series — Income Builder Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 101 | $ | 315 | $ | 547 | $ | 1,213 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 126 | $ | 393 | $ | 681 | $ | 1,500 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Morgan Stanley Variable Investment Series — S&P 500 Index Portfolio as of June 30, 2009 | ||||||||||||||||
Class X merging into Acquiring Fund Series I | $ | 32 | $ | 100 | $ | 174 | $ | 393 | ||||||||
Class Y merging into Acquiring Fund Series II | $ | 57 | $ | 179 | $ | 313 | $ | 701 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
Series II | [ ] | [ ] | [ ] | [ ] | ||||||||||||
UIF Equity & Income Portfolio as of 06/30/09 | ||||||||||||||||
Class II merging into Acquiring Fund Series II | $ | 78 | $ | 243 | $ | 422 | $ | 942 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series II | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
UIF Global Value Equity Portfolio as of 06/30/09 | ||||||||||||||||
Class I merging into Acquiring Fund Series I | $ | 117 | $ | 365 | $ | 633 | $ | 1,398 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
UIF High Yield Portfolio as of 06/30/09 | ||||||||||||||||
Class I merging into Acquiring Fund Series I | $ | 81 | $ | 252 | $ | 439 | $ | 978 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
UIF International Growth Equity Portfolio as of 06/30/09 | ||||||||||||||||
Class II merging into Acquiring Fund Series II | $ | 137 | $ | 428 | $ | 739 | $ | 1,624 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series II | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
UIF U.S. Mid Cap Value Portfolio as of 06/30/09 | ||||||||||||||||
Class II merging into Acquiring Fund Series II | $ | 104 | $ | 325 | $ | 563 | $ | 1,248 | ||||||||
Class I merging into Acquiring Fund Series I | $ | 114 | $ | 356 | $ | 617 | $ | 1,363 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series II | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
Series I | [ ] | [ ] | [ ] | [ ] | ||||||||||||
UIF Value Portfolio as of 06/30/09 | ||||||||||||||||
Class I merging into Acquiring Fund Series I | $ | 88 | $ | 274 | $ | 477 | $ | 1,061 | ||||||||
Pro Forma Acquiring Fund combined as of 6/30/09 | ||||||||||||||||
Series I | [$ ] | [$ ] | [$ ] | [$ ] | ||||||||||||
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• | Invesco Asset Management Deutschland GmbH; | ||
• | Invesco Asset Management Limited; | ||
• | Invesco Asset Management (Japan) Limited; |
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• | Invesco Australia Limited; | ||
• | Invesco Hong Kong Limited; | ||
• | Invesco Senior Secured Management, Inc.; and | ||
• | Invesco Trimark Ltd. |
MS Funds | Acquiring Funds | |||
Administrator: | Morgan Stanley Services Company Inc. Morgan Stanley Investment Management Inc. (UIF Funds) | Invesco Advisers, Inc. | ||
Transfer Agent: | Morgan Stanley Trust Morgan Stanley Services Company Inc. (UIF Funds) | Invesco Aim Investment Services, Inc. | ||
Custodian: | State Street Bank and Trust Company JPMorgan Chase Bank, N.A. (UIF Funds) | State Street Bank and Trust Company | ||
Distributor: | Morgan Stanley Distributors Inc. Morgan Stanley Distribution, Inc. (UIF Funds) | Invesco Aim Distributors, Inc. | ||
Auditor: | Deloitte & Touche LLP Ernst & Young LLP (UIF Funds) | PricewaterhouseCoopers LLP |
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Acquiring Funds | ||
MS Funds Share Classes | Corresponding Share Classes | |
Select Dimensions Class X | Series I | |
Select Dimensions Class Y | Series II | |
Variable Investment Series Class X | Series I | |
Variable Investment Series Class Y | Series II | |
Universal Institutional Funds Class I | Series I | |
Universal Institutional Funds Class II | Series II |
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• | Acquiring Fund Registration Statement on Form N-14 under the 1933 Act shall have been filed with the SEC and such Registration Statement shall have become effective, and no stop-order suspending the effectiveness of the Registration Statement shall have been issued; | ||
• | the shareholders of the MS Fund shall have approved the Agreement; | ||
• | the Acquiring Fund and MS Fund have each delivered an officer’s certificate certifying that all agreements and commitments set forth in the Agreement have been satisfied; and | ||
• | the Acquiring Fund and MS Fund shall have received a legal opinion that the consummation of the transactions contemplated by the Agreement will not result in the recognition of gain or loss for federal income tax purposes for the MS Fund or its shareholders or the Acquiring Fund. |
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• | the Reorganization will qualify as a “reorganization” within the meaning of Section 368(a) of the Code; | ||
• | no gain or loss will be recognized by the MS Fund upon the transfer of its assets to the Acquiring Fund solely in exchange for shares of the Acquiring Fund and the Acquiring Fund’s assumption of the liabilities of the MS Fund or on the distribution of those shares to the MS Fund’s shareholders; | ||
• | no gain or loss will be recognized by the Acquiring Fund on its receipt of assets of the MS Fund solely in exchange for shares of the Acquiring Fund issued directly to the MS Fund’s shareholders; | ||
• | no gain or loss will be recognized by any shareholder of the MS Fund upon the exchange of shares of the MS Fund solely for shares of the Acquiring Fund; | ||
• | the aggregate tax basis of the shares of the Acquiring Fund to be received by a shareholder of the MS Fund will be the same as the shareholder’s aggregate tax basis of the shares of the MS Fund surrendered in exchange therefor; | ||
• | the holding period of the shares of the Acquiring Fund to be received by a shareholder of the MS Fund will include the period for which such shareholder held the shares of the MS Fund exchanged therefor, provided that such shares of the MS Fund are capital assets in the hands of such shareholder as of the Closing; and | ||
• | the Acquiring Fund will thereafter succeed to and take into account any capital loss carryover and certain other tax attributes of the MS Fund. |
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Pro Forma Invesco V.I. | ||||||||||||||||
Morgan Stanley Select | Invesco V.I. Select | Select Dimensions | ||||||||||||||
Dimensions Balanced | Dimensions Balanced Fund | Pro Forma | Balanced Fund | |||||||||||||
Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 26,321,712 | — | $ | (26,321,712) | (3) | $ | — | ||||||||
Class Y | 16,423,825 | — | (16,423,825) | (3) | — | |||||||||||
Series I | — | — | 26,321,712 | (3) | 26,321,712 | |||||||||||
Series II | — | — | 16,423,825 | (3) | 16,423,825 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 12.76 | — | — | $ | — | ||||||||||
Class Y | 12.70 | — | — | — | ||||||||||||
Series I | — | — | — | 12.76 | ||||||||||||
Series II | — | — | — | 12.70 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 2,062,707 | — | (2,062,707) | (3) | — | |||||||||||
Class Y | 1,293,224 | — | (1,293,224) | (3) | — | |||||||||||
Series I | — | — | 2,062,707 | (3) | 2,062,707 | |||||||||||
Series II | — | — | 1,293,224 | (3) | 1,293,224 |
Invesco V.I. Select | Pro Forma Invesco V.I. | |||||||||||||||
Morgan Stanley Select | Dimensions Dividend | Select Dimensions | ||||||||||||||
Dimensions Dividend | Growth Fund | Pro Forma | Dividend Growth Fund | |||||||||||||
Growth Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 75,564,054 | — | $ | (75,564,054) | (3) | $ | — | ||||||||
Class Y | 23,271,394 | — | (23,271,394) | (3) | — | |||||||||||
Series I | — | — | 75,564,054 | (3) | 75,564,054 | |||||||||||
Series II | — | — | 23,271,394 | (3) | 23,271,394 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 14.00 | — | — | $ | — | ||||||||||
Class Y | 13.96 | — | — | — | ||||||||||||
Series I | — | — | — | 14.00 | ||||||||||||
Series II | — | — | — | 13.96 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 5,397,561 | — | (5,397,561) | (3) | — | |||||||||||
Class Y | 1,666,814 | — | (1,666,814) | (3) | — | |||||||||||
Series I | — | — | 5,397,561 | (3) | 5,397,561 | |||||||||||
Series II | — | — | 1,666,814 | (3) | 1,666,814 |
Morgan Stanley Select | Invesco V.I. Select | Pro Forma Invesco V.I. | ||||||||||||||
Dimensions Equally- | Dimensions Equally- | Select Dimensions Equally | ||||||||||||||
Weighted S&P 500 | Weighted S&P 500 Fund | Pro Forma | -Weighted S&P 500 Fund | |||||||||||||
Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 42,160,604 | — | $ | (42,160,604) | (3) | $ | — | ||||||||
Class Y | 55,888,150 | — | (55,888,150) | (3) | — | |||||||||||
Series I | — | — | 42,160,604 | (3) | 42,160,604 | |||||||||||
Series II | — | — | 55,888,150 | (3) | 55,888,150 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 15.01 | — | — | $ | — | ||||||||||
Class Y | 14.82 | — | — | — | ||||||||||||
Series I | — | — | — | 15.01 | ||||||||||||
Series II | — | — | — | 14.82 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 2,809,497 | — | (2,809,497) | (3) | — | |||||||||||
Class Y | 3,772,222 | — | (3,772,222) | (3) | — | |||||||||||
Series I | — | — | 2,809,497 | (3) | 2,809,497 | |||||||||||
Series II | — | — | 3,772,222 | (3) | 3,772,222 |
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Morgan Stanley Variable | Invesco V.I. Dividend | Pro Forma Invesco V.I. | ||||||||||||||
Investment Series | Growth Fund | Pro Forma | Dividend Growth Fund | |||||||||||||
Dividend Growth Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 190,180,257 | — | $ | (190,180,257) | (3) | $ | — | ||||||||
Class Y | 63,526,007 | — | (63,526,007) | (3) | — | |||||||||||
Series I | — | — | 190,180,257 | (3) | 190,180,257 | |||||||||||
Series II | — | — | 63,526,007 | (3) | 63,526,007 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 12.79 | — | — | $ | — | ||||||||||
Class Y | 12.76 | — | — | — | ||||||||||||
Series I | — | — | — | 12.79 | ||||||||||||
Series II | — | — | — | 12.76 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 14,864,734 | — | (14,864,734) | (3) | — | |||||||||||
Class Y | 4,979,304 | — | (4,979,304) | (3) | — | |||||||||||
Series I | — | — | 14,864,734 | (3) | 14,864,734 | |||||||||||
Series II | — | — | 4,979,304 | (3) | 4,979,304 |
Pro Forma Invesco | ||||||||||||||||
Morgan Stanley Variable | Invesco V.I. Global | V.I. Global Dividend | ||||||||||||||
Investment Series Global | Dividend Growth Fund | Pro Forma | Growth Fund | |||||||||||||
Dividend Growth Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 59,791,248 | — | $ | (59,791,248) | (3) | $ | — | ||||||||
Class Y | 29,730,616 | — | (29,730,616) | (3) | — | |||||||||||
Series I | — | — | 59,791,248 | (3) | 59,791,248 | |||||||||||
Series II | — | — | 29,730,616 | (3) | 29,730,616 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 8.32 | — | — | $ | — | ||||||||||
Class Y | 8.24 | — | — | — | ||||||||||||
Series I | — | — | — | 8.32 | ||||||||||||
Series II | — | — | — | 8.24 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 7,188,135 | — | (7,188,135) | (3) | — | |||||||||||
Class Y | 3,607,131 | — | (3,607,131) | (3) | — | |||||||||||
Series I | — | — | 7,188,135 | (3) | 7,188,135 | |||||||||||
Series II | — | — | 3,607,131 | (3) | 3,607,131 |
Morgan Stanley Variable | Invesco V.I. | Pro Forma Invesco | ||||||||||||||
Investment Series High | High Yield Fund | Pro Forma | V.I. High Yield Fund | |||||||||||||
Yield Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 16,666,682 | — | $ | (16,666,682) | (3) | $ | — | ||||||||
Class Y | 16,527,146 | — | (16,527,146) | (3) | — | |||||||||||
Series I | — | — | 16,666,682 | (3) | 16,666,682 | |||||||||||
Series II | — | — | 16,527,146 | (3) | 16,527,146 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 1.10 | — | — | $ | — | ||||||||||
Class Y | 1.10 | — | — | — | ||||||||||||
Series I | — | — | — | 1.10 | ||||||||||||
Series II | — | — | — | 1.10 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 15,102,957 | — | (15,102,957) | (3) | — | |||||||||||
Class Y | 14,986,343 | — | (14,986,343) | (3) | — | |||||||||||
Series I | — | — | 15,102,957 | (3) | 15,102,957 | |||||||||||
Series II | — | — | 14,986,343 | (3) | 14,986,343 |
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Morgan Stanley Variable | Pro Forma Invesco V.I. | |||||||||||||||
Investment Series | Invesco V.I. Income Builder | Pro Forma | Income Builder Fund | |||||||||||||
Income Builder Portfolio | Fund (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 17,083,376 | — | $ | (17,083,376) | (3) | $ | — | ||||||||
Class Y | 16,416,098 | — | (16,416,098) | (3) | — | |||||||||||
Series I | — | — | 17,083,376 | (3) | 17,083,376 | |||||||||||
Series II | — | — | 16,416,098 | (3) | 16,416,098 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 9.53 | — | — | $ | — | ||||||||||
Class Y | 9.49 | — | — | — | ||||||||||||
Series I | — | — | — | 9.53 | ||||||||||||
Series II | — | — | — | 9.49 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 1,793,129 | — | (1,793,129) | (3) | — | |||||||||||
Class Y | 1,730,244 | — | (1,730,244) | (3) | — | |||||||||||
Series I | — | — | 1,793,129 | (3) | 1,793,129 | |||||||||||
Series II | — | — | 1,730,244 | (3) | 1,730,244 |
Morgan Stanley Variable | Invesco V.I. S&P 500 | Pro Forma Invesco V.I. | ||||||||||||||
Investment Series | Index Fund | Pro Forma | S&P 500 Index Fund | |||||||||||||
S&P 500 Index Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class X | $ | 38,557,275 | — | $ | (38,557,275) | (3) | $ | — | ||||||||
Class Y | 90,682,506 | — | (90,682,506) | (3) | — | |||||||||||
Series I | — | — | 38,557,275 | (3) | 38,557,275 | |||||||||||
Series II | — | — | 90,682,506 | (3) | 90,682,506 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class X | $ | 9.94 | — | — | $ | — | ||||||||||
Class Y | 9.89 | — | — | — | ||||||||||||
Series I | — | — | — | 9.94 | ||||||||||||
Series II | — | — | — | 9.89 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class X | 3,877,273 | — | (3,877,273) | (3) | — | |||||||||||
Class Y | 9,170,354 | — | (9,170,354) | (3) | — | |||||||||||
Series I | — | — | 3,877,273 | (3) | 3,877,273 | |||||||||||
Series II | — | — | 9,170,354 | (3) | 9,170,354 |
Van Kampen V.I. Equity | Pro Forma Van Kampen | |||||||||||||||
Van Kampen UIF Equity | and Income Fund | Pro Forma | V.I. Equity and Income Fund | |||||||||||||
and Income Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class II | $ | 660,199,406 | — | $ | (660,199,406) | (4) | $ | — | ||||||||
Series II | — | — | 660,199,406 | (4) | 660,199,406 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class II | $ | 12.71 | — | — | $ | — | ||||||||||
Series II | — | — | — | 12.71 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class II | 51,947,439 | — | (51,947,439) | (4) | — | |||||||||||
Series II | — | — | 51,947,439 | (4) | 51,947,439 |
Van Kampen V.I. Global | Pro Forma Van Kampen | |||||||||||||||
Van Kampen UIF Global | Value Equity Fund | Pro Forma | V.I. Global Value Equity Fund | |||||||||||||
Value Equity Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 45,516,044 | — | $ | (45,516,044) | (4) | $ | — | ||||||||
Series I | — | — | 45,516,044 | (4) | 45,516,044 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 7.06 | — | — | $ | — | ||||||||||
Series I | — | — | — | 7.06 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 6,443,582 | — | (6,443,582) | (4) | — | |||||||||||
Series I | — | — | 6,443,582 | (4) | 6,443,582 |
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Van Kampen V.I. | Pro Forma Van Kampen | |||||||||||||||
Van Kampen UIF | High Yield Fund | Pro Forma | V.I. High Yield Fund | |||||||||||||
High Yield Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 38,305,071 | — | $ | (38,305,071) | (4) | $ | — | ||||||||
Series I | — | — | 38,305,071 | (4) | 38,305,071 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 11.50 | — | — | $ | — | ||||||||||
Series I | — | — | — | 11.50 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 3,331,936 | — | (3,331,936) | (4) | — | |||||||||||
Series I | — | — | 3,331,936 | (4) | 3,331,936 |
Van Kampen V.I. | Pro Forma Van Kampen | |||||||||||||||
Van Kampen | International Growth | V.I. International Growth | ||||||||||||||
UIF International | Equity Fund | Pro Forma | Equity Fund | |||||||||||||
Growth Equity | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class II | $ | 248,805,409 | — | $ | (248,805,409) | (4) | $ | — | ||||||||
Series II | — | — | 248,805,409 | (4) | 248,805,409 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class II | $ | 8.21 | — | — | $ | — | ||||||||||
Series II | — | — | — | 8.21 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class II | 30,294,771 | — | (30,294,771) | (4) | — | |||||||||||
Series II | — | — | 30,294,771 | (4) | 30,294,771 |
Van Kampen V.I. | Pro Forma Van Kampen | |||||||||||||||
Van Kampen UIF U.S. | Mid Cap Value Fund | Pro Forma | V.I. Mid Cap Value Fund | |||||||||||||
Mid Cap Value Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 153,298,319 | — | $ | (153,298,319) | (4) | $ | — | ||||||||
Class II | 116,270,859 | — | (116,270,859) | (4) | — | |||||||||||
Series I | — | — | 153,298,319 | (4) | 153,298,319 | |||||||||||
Series II | — | — | 116,270,859 | (4) | 116,270,859 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 10.10 | — | — | $ | — | ||||||||||
Class II | 10.05 | — | — | — | ||||||||||||
Series I | — | — | — | 10.10 | ||||||||||||
Series II | — | — | — | 10.05 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 15,178,326 | — | (15,178,326) | (4) | — | |||||||||||
Class II | 11,572,827 | — | (11,572,827) | (4) | — | |||||||||||
Series I | — | — | 15,178,326 | (4) | 15,178,326 | |||||||||||
Series II | — | — | 11,572,827 | (4) | 11,572,827 |
Van Kampen | Pro Forma Van Kampen | |||||||||||||||
Van Kampen UIF | V.I. Value Fund | Pro Forma | V.I. Value Fund | |||||||||||||
Value Portfolio | (Acquiring Fund) (1) | Adjustments (2) | (Acquiring Fund) | |||||||||||||
Net Assets: | ||||||||||||||||
Class I | $ | 23,524,730 | — | $ | (23,524,730) | (4) | $ | — | ||||||||
Series I | — | — | 23,524,730 | (4) | 23,524,730 | |||||||||||
Net Asset Value Per Share: | ||||||||||||||||
Class I | $ | 8.29 | — | — | $ | — | ||||||||||
Series I | — | — | — | 8.29 | ||||||||||||
Shares Outstanding: | ||||||||||||||||
Class I | 2,838,600 | — | (2,838,600) | (4) | — | |||||||||||
Series I | — | — | 2,838,600 | (4) | 2,838,600 |
(1) | Each Acquiring Fund is a shell fund without any shares outstanding and, therefore, no estimated capitalization is available. | |
(2) | Invesco and Morgan Stanley will bear, or will arrange for an entity under common ownership of Invesco or Morgan Stanley to bear, 100% of each MS Fund’s or VK Fund’s Reorganization expenses, therefore Net Assets have not been adjusted for any expenses expected to be incurred by each MS Fund or VK Fund in connection with the Reorganization. Each Aquiring Fund is expected to incur approximately $xx,xxx in connection with the Reorganization of which Invesco and Morgan Stanley, or entities under their respective common ownership, will pay 100%. As a result, there are no Pro Forma Adjustments to Net Assets. | |
(3) | Holders of each MS Fund Class X shares and/or Class Y shares will receive Series I shares and/or Series II shares, respectively, of the Acquiring Fund upon closing of the Reorganization. | |
(4) | Holders of each VK Fund Class I shares and/or Class II shares will receive Series I shares and/or Series II shares, respectively, of the Acquiring Fund upon closing of the Reorganization. |
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MS FUND | ||||||||
INVESTMENT | ||||||||
SEC FILE | SEC FILE | OBJECTIVE IS | ||||||
MS FUNDS | NUMBER | ACQUIRING FUNDS | NUMBER | FUNDAMENTAL | ||||
The Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | 002-82510 | Invesco V.I. Dividend Growth Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The Global Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | 002-82510 | Invesco V.I. Global Dividend Growth Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The High Yield Portfolio, a series of Morgan Stanley Variable Investment Series | 002-82510 | Invesco V.I. High Yield Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The Income Builder Portfolio, a series of Morgan Stanley Variable Investment Series | 002-82510 | Invesco V.I. Income Builder Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The S&P 500 Index Portfolio, a series of Morgan Stanley Variable Investment Series | 002-82510 | Invesco V.I. S&P 500 Index Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The Balanced Portfolio, a series of Morgan | 033-54047 | Invesco V.I. Select Dimensions Balanced | 033-57340 | Yes |
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MS FUND | ||||||||
INVESTMENT | ||||||||
SEC FILE | SEC FILE | OBJECTIVE IS | ||||||
MS FUNDS | NUMBER | ACQUIRING FUNDS | NUMBER | FUNDAMENTAL | ||||
Stanley Select Dimensions Investment Series | Fund, a series of AIM Variable Insurance Funds | |||||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The Dividend Growth Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | 033-54047 | Invesco V.I. Select Dimensions Dividend Growth Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
The Equally-Weighted S&P 500 Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | 033-54047 | Invesco V.I. Select Dimensions Equally—Weighted S&P 500 Fund, a series of AIM Variable Insurance Funds | 033-57340 | Yes | ||||
Class X | Series I | |||||||
Class Y | Series II | |||||||
Equity and Income Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. Equity and Income Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class II | Series II | |||||||
Global Value Equity Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. Global Value Equity Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class I | Series I | |||||||
High Yield Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. High Yield Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class I | Series I | |||||||
International Growth Equity Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. International Growth Equity Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class II | Series II | |||||||
U.S. Mid Cap Value Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. Mid Cap Value Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class I | Series I |
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MS FUND | ||||||||
INVESTMENT | ||||||||
SEC FILE | SEC FILE | OBJECTIVE IS | ||||||
MS FUNDS | NUMBER | ACQUIRING FUNDS | NUMBER | FUNDAMENTAL | ||||
Class II | Series II | |||||||
Value Portfolio, a series of The Universal Institutional Funds, Inc. | 333-03013 | Van Kampen V.I. Value Fund, a series of AIM Variable Insurance Funds | 033-57340 | No | ||||
Class I | Series I |
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Number of | Percent Owned of | |||||||||||||||
Name and Address | Fund | Class of Shares | Shares Owned | Record* | ||||||||||||
Name and Address | % | |||||||||||||||
* | The relevant MS Fund has no knowledge of whether all or any portion of the shares owned of record are also owned beneficially. |
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MS Fund Fundamental Borrowing Restriction | Acquiring Fund Fundamental Borrowing Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Morgan Stanley Select Dimensions Balanced Portfolio Morgan Stanley Select Dimensions Dividend Growth Portfolio Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio Morgan Stanley Variable Investment Series Dividend Growth Portfolio Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio Morgan Stanley Variable Investment Series High Yield Portfolio Morgan Stanley Variable Investment Series Income Builder Portfolio Morgan Stanley Variable Investment Series S&P 500 Index Portfolio UIF Equity and Income Portfolio UIF Global Value Equity Portfolio UIF High Yield Portfolio UIF International Growth Equity UIF U.S. Mid Cap Value Portfolio UIF Value Portfolio | Borrow money, except the Portfolio may borrow money to the extent permitted by (i) the 1940 Act, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, or (iii) an exemption or other relief applicable to the Fund from the provisions of the 1940 Act. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. |
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MS Fund Fundamental Senior Securities Restriction | Acquiring Fund Fundamental Senior Securities Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Morgan Stanley Select Dimensions Balanced Portfolio Morgan Stanley Select Dimensions Dividend Growth Portfolio Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio Morgan Stanley Variable Investment Series Dividend Growth Portfolio Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio Morgan Stanley Variable Investment Series High Yield Portfolio Morgan Stanley Variable Investment Series Income Builder Portfolio Morgan Stanley Variable Investment Series S&P 500 Index Portfolio UIF Equity and Income Portfolio UIF Global Value Equity Portfolio UIF High Yield Portfolio UIF International Growth Equity UIF U.S. Mid Cap Value Portfolio UIF Value Portfolio | Issue senior securities, except the Portfolio may issue senior securities to the extent permitted by (i) the 1940 Act, (ii) the rules and regulations promulgated by the SEC under the 1940 Act, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the 1940 Act. | Borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions. |
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MS Fund Fundamental Underwriting Restriction | Acquiring Fund Fundamental Underwriting Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Morgan Stanley Select Dimensions Balanced Portfolio Morgan Stanley Select Dimensions Dividend Growth Portfolio Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio Morgan Stanley Variable Investment Series Dividend Growth Portfolio Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio Morgan Stanley Variable Investment Series High Yield Portfolio Morgan Stanley Variable Investment Series Income Builder Portfolio Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | Engage in the underwriting of securities, except insofar as the Portfolio may be deemed an underwriter under the Securities Act in disposing of a portfolio security. | Underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act. | ||
UIF Equity and Income Portfolio UIF Global Value Equity Portfolio UIF High Yield Portfolio UIF International Growth Equity UIF U.S. Mid Cap Value Portfolio UIF Value Portfolio | Underwrite securities issued by others, except to the extent that the Portfolio may be considered an underwriter within the meaning of the 1933 Act in the disposition of restricted securities. | Underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act. |
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MS Fund Fundamental Real Estate Restriction | Acquiring Fund Fundamental Real Estate Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Morgan Stanley Select Dimensions Balanced Portfolio Morgan Stanley Select Dimensions Dividend Growth Portfolio Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio | Purchase or sell real estate or interests therein (including limited partnership interests), although the Portfolio(s) may purchase securities of issuers which engage in real estate operations and securities secured by real estate or interests therein (as such, in the case of default of such securities, a Portfolio may hold the real estate securing such security). | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
Morgan Stanley Variable Investment Series Dividend Growth Portfolio Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio Morgan Stanley Variable Investment Series High Yield Portfolio Morgan Stanley Variable Investment Series Income Builder Portfolio Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | Purchase or sell real estate; however, the Portfolio may purchase marketable securities of issuers which engage in real estate operations or which invest in real estate or interests therein, including real estate investment trusts and securities which are secured by real estate or interests therein. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. | ||
UIF Equity and Income Portfolio UIF Global Value Equity Portfolio UIF High Yield Portfolio UIF International Growth Equity UIF U.S. Mid Cap Value Portfolio UIF Value Portfolio | Purchase or sell real estate, although it may purchase and sell securities of companies that deal in real estate and may purchase and sell securities that are secured by interests in real estate. | Purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein. |
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MS Fund and Acquiring Fund Fundamental Investment Restrictions Required Under the 1940 Act — Commodities |
MS Fund Fundamental Commodities Restriction | Acquiring Fund Fundamental Commodities Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
All Funds | Purchase or sell physical commodities unless acquired as a result of ownership of securities or other instruments; provided that this restriction shall not prohibit the Portfolio from purchasing or selling options, futures contracts and related options thereon, forward contracts, swaps, caps, floors, collars and any other financial instrument or from investing in securities or other instruments backed by physical commodities or as otherwise permitted by (i) the Investment Company Act, (ii) the rules and regulations promulgated by the SEC under the Investment Company Act, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the Investment Company Act, as amended from time to time. | Purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities. |
MS Fund Fundamental Lending Restriction | Acquiring Fund Fundamental Lending Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
All Funds | Make loans of money or property to any person, except (a) to the extent that securities or interests in which the Portfolio may invest are considered to be loans, (b) through the loan of portfolio securities, (c) by engaging in repurchase agreements or (d) as may otherwise be permitted by (i) the Investment Company Act, (ii) the rules and regulations promulgated by the SEC under the Investment Company Act, or (iii) an exemption or other relief applicable to the Portfolio from the provisions of the Investment Company Act, as amended from time to time. | Make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests. |
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MS Fund Fundamental Industry | Acquiring Fund Fundamental | |||
Concentration Restriction | Industry Concentration Restriction | |||
Fund | (The Fund may not . . .) | (The Fund may not . . .) | ||
Morgan Stanley Select Dimensions Balanced Portfolio Morgan Stanley Select Dimensions Dividend Growth Portfolio Morgan Stanley Select Dimensions Equally-Weighted S&P 500 Portfolio | Invest 25% or more of the value of its total assets in securities of issuers in any one industry. This restriction does not apply to obligations issued or guaranteed by the U.S. Government or its agencies or instrumentalities. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
Morgan Stanley Variable Investment Series Dividend Growth Portfolio Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio Morgan Stanley Variable Investment Series High Yield Portfolio Morgan Stanley Variable Investment Series Income Builder Portfolio Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | Concentrate its investments in any particular industry, but if deemed appropriate for attainment of its investment objective, a Portfolio may invest up to 25% of its total assets (valued at the time of investment) in any one industry classification used by that Portfolio for investment purposes. The restriction does not apply to obligations issued or guaranteed by the United States Government or its agencies or instrumentalities. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. | ||
UIF Equity and Income Portfolio UIF Global Value Equity Portfolio UIF High Yield Portfolio UIF International Growth Equity UIF U.S. Mid Cap Value Portfolio UIF Value Portfolio | Acquire any securities of companies within one industry if, as a result of such acquisition, more than 25% of the value of the Portfolio’s total assets would be invested in securities of companies within such industry; provided, that (i) there shall be no limitation on the purchase of obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities or instruments issued by U.S. banks; (ii) utility companies will be divided according to their services, for example, gas, gas transmission, electric and telephone will each be considered a separate industry; (iii) financial service companies will be classified according to the end users of their services, for example, automobile finance, bank finance and diversified finance will each be considered a separate industry; and (iv) ABS will be classified according to the underlying assets securing such securities. | Make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund’s investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security. |
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[Address]
Fax:
[Address]
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[Address]
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[Address]
Fax:
[Address]
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[Address]
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[Address]
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[Address]
Fax:
11 Greenway Plaza, Suite 100
Houston, TX 77046
Fax: 713-993-9185
Attn: General Counsel
Stradley Ronon Stevens & Young, LLP
2600 One Commerce Square
Philadelphia, PA 19103-7098
Fax: (215) 564-8120
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AIM Counselor Series Trust, on behalf of its series identified on Exhibit A hereto | AIM Growth Series, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Investment Funds, on behalf of its series identified on Exhibit A hereto | AIM Investment Securities Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Sector Funds, on behalf of its series identified on Exhibit A hereto | AIM Tax-Exempt Funds, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
AIM Variable Insurance Funds, on behalf of its series identified on Exhibit A hereto | ||||||||||
By: | ||||||||||
Name: | ||||||||||
Title: |
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Morgan Stanley Balanced Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley California Tax-Free Income Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Convertible Securities Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Dividend Growth Securities Inc., on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Equally-Weighted S&P 500 Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Fundamental Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley FX Series Funds, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Global Advantage Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Global Dividend Growth Securities, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Health Sciences Trust, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
�� | Title: | Title: | ||||||||
Morgan Stanley High Yield Securities Inc., on behalf of its series identified on Exhibit A hereto | Morgan Stanley Institutional Fund, Inc., on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
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Morgan Stanley Institutional Fund Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Mid-Cap Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Pacific Growth Fund Inc., on behalf of its series identified on Exhibit A hereto | Morgan Stanley New York Tax-Free Income Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Select Dimensions Investment Series, on behalf of its series identified on Exhibit A hereto | Morgan Stanley S&P 500 Index Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Small-Mid Special Value Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Series Funds, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Tax-Exempt Securities Trust, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Special Value Fund, on behalf of its series identified on Exhibit A hereto | |||||||||
By: | By: | |||||||||
Title: | Title: | |||||||||
Morgan Stanley Technology Fund, on behalf of its series identified on Exhibit A hereto | ||||||||||
By: | ||||||||||
Title: |
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Morgan Stanley Value Fund, on behalf of its series identified on Exhibit A hereto | Morgan Stanley Variable Investment Series, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
The Universal Institutional Funds, Inc., on behalf of its series identified on Exhibit A hereto | Van Kampen Capital Growth Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Comstock Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Corporate Bond Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Enterprise Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Equity and Income Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Equity Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Equity Trust II, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Government Securities Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Growth and Income Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: |
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Van Kampen Harbor Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen High Yield Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Life Investment Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Limited Duration Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Pennsylvania Tax Free Income Fund, on behalf of its series identified on Exhibit A hereto | Van Kampen Real Estate Securities Fund, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Series Fund, Inc., on behalf of its series identified on Exhibit A hereto | Van Kampen Tax-Exempt Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Tax Free Trust, on behalf of its series identified on Exhibit A hereto | Van Kampen Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Van Kampen Trust II, on behalf of its series identified on Exhibit A hereto | Van Kampen U.S. Government Trust, on behalf of its series identified on Exhibit A hereto | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: |
Table of Contents
Invesco Advisers, Inc. | Morgan Stanley Investment Management Inc. | |||||
By: | By: | |||||
Name: | Name: | |||||
Title: | Title: | |||||
Morgan Stanley Investment Advisors Inc. | ||||||
By: | ||||||
Name: | ||||||
Title: | ||||||
Van Kampen Asset Management | ||||||
By: | ||||||
Name: | ||||||
Title: |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Counselor Series Trust | ||
Invesco Balanced Fund, a series of AIM Counselor Series Trust | Morgan Stanley Balanced Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco California Tax-Free Income Fund, a series of AIM Counselor Series Trust | Morgan Stanley California Tax-Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Dividend Growth Securities Fund, a series of AIM Counselor Series Trust | Morgan Stanley Dividend Growth Securities Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Equally-Weighted S&P 500 Fund, a series of AIM Counselor Series Trust | Morgan Stanley Equally-Weighted S&P 500 Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Fundamental Value Fund, a series of AIM Counselor Series Trust | Morgan Stanley Fundamental Value Fund | |
Class A | Class A |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Large Cap Relative Value Fund, a series of AIM Counselor Series Trust | Large Cap Relative Value Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco New York Tax-Free Income Fund, a series of AIM Counselor Series Trust | Morgan Stanley New York Tax-Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco S&P 500 Index, a series of AIM Counselor Series Trust | Morgan Stanley S&P 500 Index Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen American Franchise Fund, a series of AIM Counselor Series Trust | Van Kampen American Franchise Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Core Equity Fund, a series of AIM Counselor Series Trust | Van Kampen Core Equity Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Equity and Income Fund, a series of AIM Counselor Series Trust | Van Kampen Equity and Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Equity Premium Income Fund, a series of AIM Counselor Series Trust | Van Kampen Equity Premium Income Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Growth and Income Fund, a series of AIM Counselor Series Trust | Van Kampen Growth and Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Pennsylvania Tax Free Income Fund, a series of AIM Counselor Series Trust | Van Kampen Pennsylvania Tax Free Income Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Small Cap Growth Fund, a series of AIM Counselor Series Trust | Van Kampen Small Cap Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Growth Series | ||
Invesco Convertible Securities Fund, a series of AIM Growth Series | Morgan Stanley Convertible Securities Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Conservative Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Conservative Fund, a series of Van Kampen Equity Trust |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Growth Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Asset Allocation Moderate Fund, a series of AIM Growth Series | Van Kampen Asset Allocation Moderate Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Harbor Fund, a series of AIM Growth Series | Van Kampen Harbor Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Leaders Fund, a series of AIM Growth Series | Van Kampen Leaders Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Real Estate Securities Fund, a series of AIM Growth Series | Van Kampen Real Estate Securities Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen U.S. Mortgage Fund, a series of AIM Growth Series | Van Kampen U.S. Mortgage Fund, a series of Van Kampen U.S. Government Trust |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Investment Funds | ||
Invesco Alternative Opportunities Fund, a series of AIM Investment Funds | Morgan Stanley Alternative Opportunities Fund, a series of Morgan Stanley Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Commodities Alpha Fund, a series of AIM Investment Funds | Morgan Stanley Commodities Alpha Fund, a series of Morgan Stanley Series Funds | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco FX Alpha Plus Strategy Fund, a series of AIM Investment Funds | The FX Alpha Plus Strategy Portfolio, a series of Morgan Stanley FX Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco FX Alpha Strategy Fund, a series of AIM Investment Funds | The FX Alpha Strategy Portfolio, a series of Morgan Stanley FX Series Funds | |
Class A | Class A | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Global Advantage Fund, a series of AIM Investment Funds | Morgan Stanley Global Advantage Fund | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Invesco Global Dividend Growth Securities Fund, a series of AIM Investment Funds | Morgan Stanley Global Dividend Growth Securities | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Health Sciences Fund, a series of AIM Investment Funds | Morgan Stanley Health Sciences Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco International Growth Equity Fund, a series of AIM Investment Funds | International Growth Equity Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco Pacific Growth Fund, a series of AIM Investment Funds | Morgan Stanley Pacific Growth Fund Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Van Kampen Emerging Markets Fund, a series of AIM Investment Funds | Van Kampen Emerging Markets Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Bond Fund, a series of AIM Investment Funds | Van Kampen Global Bond Fund, a series of Van Kampen Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Global Equity Allocation Fund, a series of AIM Investment Funds | Van Kampen Global Equity Allocation Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Franchise Fund, a series of AIM Investment Funds | Van Kampen Global Franchise Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Global Tactical Asset Allocation Fund, a series of AIM Investment Funds | Van Kampen Global Tactical Asset Allocation Fund, a series of Van Kampen Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen International Advantage Fund, a series of AIM Investment Funds | Van Kampen International Advantage Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen International Growth Fund, a series of AIM Investment Funds | Van Kampen International Growth Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Investment Securities Fund | ||
Invesco High Yield Securities Fund, a series of AIM Investment Securities Fund | Morgan Stanley High Yield Securities Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Core Plus Fixed Income Fund, a series of AIM Investment Securities Fund | Van Kampen Core Plus Fixed Income Fund, a series of Van Kampen Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Corporate Bond Fund, a series of AIM Investment Securities Fund | Van Kampen Corporate Bond Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Government Securities Fund, a series of AIM Investment Securities Fund | Van Kampen Government Securities Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen High Yield Fund, a series of AIM Investment Securities Fund | Van Kampen High Yield Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Limited Duration Fund, a series of AIM Investment Securities Fund | Van Kampen Limited Duration Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
AIM Sector Funds | ||
Invesco Mid-Cap Value Fund, a series of AIM Sector Funds | Morgan Stanley Mid-Cap Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Small-Mid Special Value Fund, a series of AIM Sector Funds | Morgan Stanley Small-Mid Special Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Special Value Fund, a series of AIM Sector Funds | Morgan Stanley Special Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Class A | Class W | |
Invesco Technology Fund, a series of AIM Sector Funds | Morgan Stanley Technology Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco U.S. Mid Cap Value Fund, a series of AIM Sector Funds | U.S. Mid Cap Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class Y | Investment Class | |
Class A | Class P | |
Invesco U.S. Small Cap Value Fund, a series of AIM Sector Funds | U.S. Small Cap Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class A | Class P |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco U.S. Small/Mid Cap Value Fund, a series of AIM Sector Funds | U.S. Small/Mid Cap Value Portfolio, a series of Morgan Stanley Institutional Fund, Inc. | |
Class Y | Class I | |
Class A | Class P | |
Invesco Value Fund, a series of AIM Sector Funds | Morgan Stanley Value Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Invesco Value II Fund, a series of AIM Sector Funds | Value Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class Y | Class I | |
Class A | Class P | |
Van Kampen American Value Fund, a series of AIM Sector Funds | Van Kampen American Value Fund, a series of Van Kampen Series Fund, Inc. | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Capital Growth Fund, a series of AIM Sector Funds | Van Kampen Capital Growth Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Comstock Fund, a series of AIM Sector Funds | Van Kampen Comstock Fund | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Enterprise Fund, a series of AIM Sector Funds | Van Kampen Enterprise Fund | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Mid Cap Growth Fund, a series of AIM Sector Funds | Van Kampen Mid Cap Growth Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Class R | Class R | |
Van Kampen Small Cap Value Fund, a series of AIM Sector Funds | Van Kampen Small Cap Value Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Technology Fund, a series of AIM Sector Funds | Van Kampen Technology Fund, a series of Van Kampen Equity Trust II | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Utility Fund, a series of AIM Sector Funds | Van Kampen Utility Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Value Opportunities Fund, a series of AIM Sector Funds | Van Kampen Value Opportunities Fund, a series of Van Kampen Equity Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Tax-Exempt Funds | ||
Invesco Municipal Fund, a series of AIM Tax-Exempt Funds | Municipal Portfolio, a series of Morgan Stanley Institutional Fund Trust | |
Class A | Class H | |
Class Y | Class I | |
Class A | Class L | |
Class A | Class P |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco Tax-Exempt Securities Fund, a series of AIM Tax-Exempt Funds | Morgan Stanley Tax-Exempt Securities Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen California Insured Tax Free Fund, a series of AIM Tax-Exempt Funds | Van Kampen California Insured Tax Free Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen High Yield Municipal Fund, a series of AIM Tax-Exempt Funds | Van Kampen High Yield Municipal Fund, a series of Van Kampen Tax-Exempt Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Insured Tax Free Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Insured Tax Free Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Intermediate Term Municipal Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Intermediate Term Municipal Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen Municipal Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen Municipal Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Class C | Class C | |
Class Y | Class I | |
Van Kampen New York Tax Free Income Fund, a series of AIM Tax-Exempt Funds | Van Kampen New York Tax Free Income Fund, a series of Van Kampen Tax Free Trust | |
Class A | Class A | |
Class B | Class B | |
Class C | Class C | |
Class Y | Class I | |
AIM Variable Insurance Funds | ||
Invesco V.I. Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Global Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Global Dividend Growth Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. High Yield Fund, a series of AIM Variable Insurance Funds | The High Yield Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Invesco V.I. Income Builder Fund, a series of AIM Variable Insurance Funds | The Income Builder Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. S&P 500 Index Fund, a series of AIM Variable Insurance Funds | The S&P 500 Index Portfolio, a series of Morgan Stanley Variable Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Select Dimensions Balanced Fund, a series of AIM Variable Insurance Funds | The Balanced Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Invesco V.I. Select Dimensions Dividend Growth Fund, a series of AIM Variable Insurance Funds | The Dividend Growth Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Invesco V.I. Selection Dimensions Equally-Weighted S&P 500 Fund, a series of AIM Variable Insurance Funds | The Equally-Weighted S&P 500 Portfolio, a series of Morgan Stanley Select Dimensions Investment Series | |
Series I | Class X | |
Series II | Class Y | |
Van Kampen V.I. Capital Growth Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Capital Growth Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Comstock Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Comstock Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Equity and Income Fund, a series of AIM Variable Insurance Funds | Equity and Income Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series II | Class II | |
Van Kampen V.I. Global Tactical Asset Allocation Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Global Value Equity Fund, a series of AIM Variable Insurance Funds | Global Value Equity Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I |
Table of Contents
Acquiring Fund (and share | Corresponding Target Fund (and share | |
classes) and Acquiring Entity | classes) and Target Entity | |
Van Kampen V.I. Government Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Government Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Growth and Income Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Growth and Income Portfolio, a series of Van Kampen Life Investment Trust | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. High Yield Fund, a series of AIM Variable Insurance Funds | High Yield Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. International Growth Equity Fund, a series of AIM Variable Insurance Funds | International Growth Equity Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series II | Class II | |
Van Kampen V.I. Mid Cap Growth Fund, a series of AIM Variable Insurance Funds | Van Kampen Life Investment Trust Mid Cap Growth Portfolio, a series of Van Kampen Life Investment Trust | |
Series II | Class II | |
Van Kampen V.I. Mid Cap Value Fund, a series of AIM Variable Insurance Funds | U.S. Mid Cap Value Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I | |
Series II | Class II | |
Van Kampen V.I. Value Fund, a series of AIM Variable Insurance Funds | Value Portfolio, a series of The Universal Institutional Funds, Inc. | |
Series I | Class I |
Table of Contents
JURISDICTION WHERE | FORM OF | |||
TARGET ENTITY | ORGANIZED | ORGANIZATION | ||
Morgan Stanley Balanced Fund | Massachusetts | Business trust | ||
Morgan Stanley California Tax-Free Income Fund | Massachusetts | Business trust | ||
Morgan Stanley Convertible Securities Trust | Massachusetts | Business trust | ||
Morgan Stanley Dividend Growth Securities Inc. | Maryland | Corporation | ||
Morgan Stanley Equally-Weighted S&P 500 Fund | Massachusetts | Business trust | ||
Morgan Stanley Fundamental Value Fund | Massachusetts | Business trust | ||
Morgan Stanley FX Series Funds | Massachusetts | Business trust | ||
Morgan Stanley Global Advantage Fund | Massachusetts | Business trust | ||
Morgan Stanley Global Dividend Growth Securities | Massachusetts | Business trust | ||
Morgan Stanley Health Sciences Trust | Massachusetts | Business trust | ||
Morgan Stanley High Yield Securities Inc. | Maryland | Corporation | ||
Morgan Stanley Institutional Fund, Inc. | Maryland | Corporation | ||
Morgan Stanley Institutional Fund Trust | Pennsylvania | Business trust | ||
Morgan Stanley Mid-Cap Value Fund | Massachusetts | Business trust | ||
Morgan Stanley New York Tax-Free Income Fund | Massachusetts | Business trust | ||
Morgan Stanley Pacific Growth Fund Inc. | Maryland | Corporation | ||
Morgan Stanley S&P 500 Index Fund | Massachusetts | Business trust | ||
Morgan Stanley Select Dimensions Investment Series | Massachusetts | Business trust | ||
Morgan Stanley Series Funds | Massachusetts | Business trust | ||
Morgan Stanley Small-Mid Special Value Fund | Massachusetts | Business trust | ||
Morgan Stanley Special Value Fund | Massachusetts | Business trust |
Table of Contents
JURISDICTION WHERE | FORM OF | |||
TARGET ENTITY | ORGANIZED | ORGANIZATION | ||
Morgan Stanley Tax-Exempt Securities Trust | Massachusetts | Business trust | ||
Morgan Stanley Technology Fund | Massachusetts | Business trust | ||
Morgan Stanley Value Fund | Massachusetts | Business trust | ||
Morgan Stanley Variable Investment Series | Massachusetts | Business trust | ||
The Universal Institutional Funds, Inc. | Maryland | Corporation | ||
Van Kampen Capital Growth Fund | Delaware | Statutory trust | ||
Van Kampen Comstock Fund | Delaware | Statutory trust | ||
Van Kampen Corporate Bond Fund | Delaware | Statutory trust | ||
Van Kampen Enterprise Fund | Delaware | Statutory trust | ||
Van Kampen Equity and Income Fund | Delaware | Statutory trust | ||
Van Kampen Equity Trust | Delaware | Statutory trust | ||
Van Kampen Equity Trust II | Delaware | Statutory trust | ||
Van Kampen Government Securities Fund | Delaware | Statutory trust | ||
Van Kampen Growth and Income Fund | Delaware | Statutory trust | ||
Van Kampen Harbor Fund | Delaware | Statutory trust | ||
Van Kampen High Yield Fund | Delaware | Statutory trust | ||
Van Kampen Life Investment Trust | Delaware | Statutory trust | ||
Van Kampen Limited Duration Fund | Delaware | Statutory trust | ||
Van Kampen Pennsylvania Tax Free Income Fund | Pennsylvania | Business trust | ||
Van Kampen Real Estate Securities Fund | Delaware | Statutory trust | ||
Van Kampen Series Fund, Inc. | Maryland | Corporation | ||
Van Kampen Tax-Exempt Trust | Delaware | Statutory trust | ||
Van Kampen Tax Free Trust | Delaware | Statutory trust | ||
Van Kampen Trust | Delaware | Statutory trust | ||
Van Kampen Trust II | Delaware | Statutory trust | ||
Van Kampen U.S. Government Trust | Delaware | Statutory trust |
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STATEMENT OF ADDITIONAL INFORMATION
[ ______], 2010
Houston, Texas 77046-1173
(800) 959-4246
Shareholders of the Following Van Kampen Funds:
Van Kampen Life Investment Trust Comstock Portfolio
Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio
Van Kampen Life Investment Trust Government Portfolio
Van Kampen Life Investment Trust Growth and Income Portfolio
Van Kampen Life Investment Trust Mid Cap Growth Portfolio
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Van Kampen Funds | Acquiring Funds | |
Van Kampen Life Investment Trust Capital Growth Portfolio | Van Kampen V.I. Capital Growth Fund | |
Van Kampen Life Investment Trust Comstock Portfolio | Van Kampen V.I. Comstock Fund | |
Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio | Van Kampen V.I. Global Tactical Asset Allocation Fund | |
Van Kampen Life Investment Trust Government Portfolio | Van Kampen V.I. Government Fund | |
Van Kampen Life Investment Trust Growth and Income Portfolio | Van Kampen V.I. Growth and Income Fund | |
Van Kampen Life Investment Trust Mid Cap Growth Portfolio | Van Kampen V.I. Mid Cap Growth Fund |
1. | Statement of Additional Information dated April 30, 2009, for Van Kampen Life Investment Trust with respect to Van Kampen Life Investment Trust Mid Cap Growth Portfolio, Van Kampen Life Investment Trust Comstock Portfolio, Van Kampen Life Investment Trust Capital Growth Portfolio, Van Kampen Life Investment Trust Government Portfolio, Van Kampen Life Investment Trust Growth and Income Portfolio, and Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio (filed via EDGAR on April 15, 2009, Accession No. 0000950137-09-002989). | |
2. | Supplement dated August 7, 2009 to the Statement of Additional Information for Van Kampen Life Investment Trust dated April 30, 2009 (filed via EDGAR on August 7, 2009, Accession No. 0000950123-09-031810). | |
3. | The audited financial statements and related report of the independent public accounting firm included in the Van Kampen Life Investment Trust Annual Report to Shareholders for the fiscal year ended December 31, 2008 , with respect to Van Kampen Life Investment Trust Mid Cap Growth Portfolio, Van Kampen Life Investment Trust Comstock Portfolio, Van Kampen Life Investment Trust Capital Growth Portfolio, Van Kampen Life Investment Trust Government Portfolio, Van Kampen Life Investment Trust Growth and Income Portfolio, and Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio (filed via EDGAR on February 27, 2009, Accession No. 0000950137-09-001356). |
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3. | The unaudited financial statements included in the Van Kampen Life Investment Trust Semi-Annual Report to Shareholders for the fiscal period ended June 30, 2009, with respect to Van Kampen Life Investment Trust Mid Cap Growth Portfolio, Van Kampen Life Investment Trust Comstock Portfolio, Van Kampen Life Investment Trust Capital Growth Portfolio, Van Kampen Life Investment Trust Government Portfolio, Van Kampen Life Investment Trust Growth and Income Portfolio, and Van Kampen Life Investment Trust Global Tactical Asset Allocation Portfolio (filed via EDGAR on August 27, 2009, Accession No. 0000950123-09-038602). | |
4. | Statement of Additional Information dated [ ], for AIM Variable Insurance Funds with respect to Van Kampen V.I. Capital Growth Fund, Van Kampen V.I. Comstock Fund, Van Kampen V.I. Global Tactical Asset Allocation Fund, Van Kampen V.I. Government Fund, Van Kampen V.I. Growth and Income Fund, and Van Kampen V.I. Mid Cap Growth Fund (filed via EDGAR on November 25, 2009, Accession No. 0000950123-09-066194). |
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STATEMENT OF ADDITIONAL INFORMATION
[ ______], 2010
Houston, Texas 77046-1173
(800) 959-4246
Shareholders of the Following Morgan Stanley Funds:
Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio
Morgan Stanley Variable Investment Series High Yield Portfolio
Morgan Stanley Variable Investment Series Income Builder Portfolio
Morgan Stanley Variable Investment Series S&P 500 Index Portfolio
Morgan Stanley Select Dimensions Balanced Portfolio
Morgan Stanley Select Dimensions Dividend Growth Portfolio
Morgan Stanley Select Dimensions Equally—Weighted S&P 500 Portfolio
Universal Institutional Fund Equity and Income Portfolio
Universal Institutional Fund Global Value Equity Portfolio
Universal Institutional Fund High Yield Portfolio
Universal Institutional Fund International Growth Equity Portfolio
Universal Institutional Fund U.S. Mid Cap Value Portfolio
Universal Institutional Fund Value Portfolio
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Morgan Stanley Funds | Acquiring Funds | |
Morgan Stanley Variable Investment Series Dividend Growth Portfolio | Invesco V.I. Dividend Growth Fund | |
Morgan Stanley Variable Investment Series Global Dividend Growth Portfolio | Invesco V.I. Global Dividend Growth Fund | |
Morgan Stanley Variable Investment Series High Yield Portfolio | Invesco V.I. High Yield Fund | |
Morgan Stanley Variable Investment Series Income Builder Portfolio | Invesco V.I. Income Builder Fund | |
Morgan Stanley Variable Investment Series S&P 500 Index Portfolio | Invesco V.I. S&P 500 Index Fund | |
Morgan Stanley Select Dimensions Balanced Portfolio | Invesco V.I. Select Dimensions Balanced Fund | |
Morgan Stanley Select Dimensions Dividend Growth Portfolio | Invesco V.I. Select Dimensions Dividend Growth Fund | |
Morgan Stanley Select Dimensions Equally—Weighted S&P 500 Portfolio | Invesco V.I. Select Dimensions Equally—Weighted S&P 500 Fund | |
Universal Institutional Fund Equity and Income Portfolio | Van Kampen V.I. Equity and Income Fund | |
Universal Institutional Fund Global Value Equity Portfolio | Van Kampen V.I. Global Value Equity Fund | |
Universal Institutional Fund High Yield Portfolio | Van Kampen V.I. High Yield Fund | |
Universal Institutional Fund International Growth Equity Portfolio | Van Kampen V.I. International Growth Equity Fund | |
Universal Institutional Fund U.S. Mid Cap Value Portfolio | Van Kampen V.I. Mid Cap Value Fund | |
Universal Institutional Fund Value Portfolio | Van Kampen V.I. Value Fund |
1. | Statement of Additional Information dated May 1, 2009, for Morgan Stanley Select Dimensions Investment Series with respect to Balanced Portfolio, Dividend Growth Portfolio, and Equally-Weighted S&P 500 Portfolio (filed via EDGAR on April 8, 2009, Accession No. 0001104659-09-023201). |
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2. | Supplement dated July 6, 2009 to the Statement Of Additional Information of Morgan Stanley Select Dimensions Investment Series dated May 1, 2009 (filed via EDGAR on July 6, 2009, Accession No. 0001104659-09-041986). | |
3. | The audited financial statements and related report of the independent public accounting firm included in the Morgan Stanley Select Dimensions Investment Series Annual Report to Shareholders for the fiscal year ended December 31, 2008 , with respect to Balanced Portfolio, Dividend Growth Portfolio, and Equally-Weighted S&P 500 Portfolio (filed via EDGAR on March 10, 2009, Accession No. 0001104659-09-016125). | |
4. | The unaudited financial statements included in the Morgan Stanley Select Dimensions Investment Series Semi-Annual Report to Shareholders for the fiscal period ended June 30, 2009, with respect to Balanced Portfolio, Dividend Growth Portfolio, and Equally-Weighted S&P 500 Portfolio (filed via EDGAR on September 8, 2009, Accession No. 0001104659-09-053634). | |
5. | Statement of Additional Information dated May 1, 2009, for Morgan Stanley Variable Investment Series with respect to Dividend Growth Portfolio, Global Dividend Growth Portfolio, High Yield Portfolio, Income Builder Portfolio, and S&P 500 Index Portfolio (filed via EDGAR on April 8, 2009, Accession No. 0001104659-09-023202). | |
6. | Supplement dated July 6, 2009 to the Statement Of Additional Information of Morgan Stanley Variable Investment Series dated May 1, 2009 (filed via EDGAR on July 6, 2009, Accession No. 0001104659-09-041984). | |
7. | The audited financial statements and related report of the independent public accounting firm included in the Morgan Stanley Variable Investment Series Annual Report to Shareholders for the fiscal year ended December 31, 2008 , with respect to Dividend Growth Portfolio, Global Dividend Growth Portfolio, High Yield Portfolio, Income Builder Portfolio, and S&P 500 Index Portfolio (filed via EDGAR on March 10, 2009, Accession No. 0001104659-09-016121). | |
8. | The unaudited financial statements included in the Morgan Stanley Variable Investment Series Semi-Annual Report to Shareholders for the fiscal period ended June 30, 2009, with respect to Dividend Growth Portfolio, Global Dividend Growth Portfolio, High Yield Portfolio, Income Builder Portfolio, and S&P 500 Index Portfolio (filed via EDGAR on September 8, 2009, Accession No. 0001104659-09-053640). | |
9. | Statement of Additional Information dated May 1, 2009, for Universal Institutional Funds, Inc. with respect to Equity and Income Portfolio, Global Value Equity Portfolio, High Yield Portfolio, International Growth Equity Portfolio, U.S. Mid Cap Value Portfolio, and Value Portfolio (filed via EDGAR on May 1, 2009, Accession No. 0001193125-09-096131). | |
10. | Supplement dated August 7, 2009 to the Statement of Additional Information dated May 1, 2009, for Universal Institutional Funds, Inc. with respect to Equity and Income Portfolio, Global Value Equity Portfolio, High Yield Portfolio, International Growth Equity Portfolio, U.S. Mid Cap Value Portfolio, and Value Portfolio (filed via EDGAR on August 7, 2009, Accession No. 0001104659-09-048216). |
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11. | The audited financial statements and related report of the independent public accounting firm included in the Universal Institutional Funds, Inc. Annual Report to Shareholders for the fiscal year ended December 31, 2008, with respect to Equity and Income Portfolio, Global Value Equity Portfolio, High Yield Portfolio, International Growth Equity Portfolio, U.S. Mid Cap Value Portfolio, and Value Portfolio (filed via EDGAR on March 11, 2009, Accession No. 0001104659-09-016460). | |
12. | The unaudited financial statements included in the Universal Institutional Funds, Inc. Semi-Annual Report to Shareholders for the fiscal period ended June 30, 2009, with respect to Equity and Income Portfolio, Global Value Equity Portfolio, High Yield Portfolio, International Growth Equity Portfolio, U.S. Mid Cap Value Portfolio, and Value Portfolio (filed via EDGAR on September 8, 2009, Accession No. 0001104659-09-053617). | |
13. | Statement of Additional Information dated [___], for AIM Variable Insurance Funds with respect to Invesco V.I. Select Dimensions Balanced Fund, Invesco V.I. Select Dimensions Dividend Growth Fund, Invesco V.I. Select Dimensions Equally-Weighted S&P 500 Fund, Invesco V.I. Dividend Growth Fund, Invesco V.I. Global Dividend Growth Fund, Invesco V.I. High Yield Fund, Invesco V.I. Income Builder Fund, Invesco V.I. S&P 500 Index Fund, Van Kampen V.I. Equity and Income Fund, Van Kampen V.I. Global Value Equity Fund, Van Kampen V.I. High Yield Fund, Van Kampen V.I. International Growth Equity Fund, Van Kampen V.I. Mid Cap Value Fund, and Van Kampen V.I. Value Fund (filed via EDGAR on November 25, 2009, Accession No. 0000950123-09-066194). |
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OTHER INFORMATION
Indemnification provisions for officers, trustees, and employees of the Registrant are set forth in Article VIII of the Registrant’s Amended and Restated Agreement and Declaration of Trust and Article VIII of its Amended and Restated Bylaws, and are hereby incorporated by reference. See Items 16(1) and (2) below. Under the Amended and Restated Agreement and Declaration of Trust, effective as of September 14, 2005, as amended (i) Trustees or officers, when acting in such capacity, shall not be personally liable for any act, omission or obligation of the Registrant or any Trustee or officer except by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office with the Trust; (ii) every Trustee, officer, employee or agent of the Registrant shall be indemnified to the fullest extent permitted under the Delaware Statutory Trust act, the Registrant’s Bylaws and other applicable law; (iii) in case any shareholder or former shareholder of the Registrant shall be held to be personally liable solely by reason of his being or having been a shareholder of the Registrant or any portfolio or class and not because of his acts or omissions or for some other reason, the shareholder or former shareholder (or his heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or general successor) shall be entitled, out of the assets belonging to the applicable portfolio (or allocable to the applicable class), to be held harmless from and indemnified against all loss and expense arising from such liability in accordance with the Bylaws and applicable law. The Registrant, on behalf of the affected portfolio (or class), shall upon request by the shareholder, assume the defense of any such claim made against the shareholder for any act or obligation of that portfolio (or class). | ||||
The Registrant and other investment companies and their respective officers and trustees are insured under a joint Mutual Fund Directors and Officers Liability Policy, issued by ICI Mutual Insurance Company, with a $60,000,000 limit of liability (plus an additional $20,000,000 limit that applies to independent directors/trustees only). | ||||
Section 16 of the Master Investment Advisory Agreement between the Registrant and Invesco Advisers, Inc. (“Invesco”) provides that in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of Invesco or any of its officers, directors or employees, that Invesco shall not be subject to liability to the Registrant or to any series of the Registrant, or to any shareholder of any series of the Registrant for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. Any liability of Invesco to any series of the Registrant shall not automatically impart liability on the part of Invesco to any other series of the Registrant. No series of the Registrant shall be liable for the obligations of any other series of the Registrant. | ||||
Section 9 of the Sub-Advisory Contract between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd. (each a “Sub-Adviser”, collectively the “Sub-Advisers”) provides that the Sub-Adviser shall not be liable for any costs or |
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liabilities arising from any error of judgment or mistake of law or any loss, suffered by any series of the Registrant or the Registrant in connection with the matters to which the Sub-Advisory Contract relates except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of the Sub-Adviser in the performance by the Sub-Adviser of its duties or from reckless disregard by the Sub-Adviser of its obligations and duties under the Sub-Advisory Contract. | ||||
Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in such Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the securities being registered hereby, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in such Act and will be governed by the final adjudication of such issue. |
1 (a) | — | (1) Amended and Restated Agreement and Declaration of Trust of Registrant, dated September 14, 2005 incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | ||
— | (2) Amendment No. 1, dated December 21, 2005, effective as of December 21, 2005, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (3) Amendment No. 2, dated December 7, 2005, effective as of July 3, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (4) Amendment No. 3, dated January 9, 2006, effective as of January 9, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment No. 4, dated February 2, 2006, effective as of July 3, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (6) Amendment No. 5, dated May 1, 2006, effective as of May 1, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. |
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— | (7) Amendment No. 6, dated May 24, 2006, effective as of May 24, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (8) Amendment No. 7, dated June 12, 2006, effective as of June 12, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (9) Amendment No. 8, dated July 5, 2006, effective as of July 5, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (10) Amendment No. 9, dated November 6, 2006, effective as of November 6, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (11) Amendment No. 10, dated December 21, 2006, effective as of December 21, 2006, to the Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (12) Amendment No. 11, dated May 1, 2007, effective as of May 1, 2007, to Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 34, to Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
— | (13) Amendment No. 12, dated May 1, 2008, effective as of May 1, 2008, to Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 36, to the Registrant’s Registration Statement on Form N1-A, filed on August 8, 2008. | |||
— | (14) Amendment No. 13, dated July 31, 2008, effective as of July 31, 2008, to Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 37, to the Registrant’s Registration Statement on Form N1-A, filed on October 22, 2008. | |||
— | (15) Amendment No. 14, dated November 12, 2009, effective as of November 12, 2009, to Amended and Restated Agreement and Declaration of Trust of Registrant incorporated herein by reference to Post Effective Amendment No. 39, to the Registrant’s Registration Statement on Form N1-A, filed on November 25, 2009. | |||
2 (a) | — | (1) Amended and Restated By-Laws of Registrant, adopted effective September 14, 2005 incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | ||
— | (2) Amendment, adopted effective August 1, 2006, to Amended and Restated By-Laws of Registrant, dated effective September 14, 2005 incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment No. 2, adopted effective March 23, 2007, to Amended and Restated By-Laws of Registrant, dated effective September 14, 2005 incorporated herein by reference to Post Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. |
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— | (4) Amendment No. 3, adopted effective January 1, 2008, to Amended and Restated By-Laws of Registrant, dated effective September 14, 2005 incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
3 | — | Voting Trust Agreements — None | ||
4 | — | Form of Agreement and Plan of Reorganization of Registrant on behalf of certain series portfolios is attached to the Joint Proxy Statement Prospectus contained in this Registrant Statement. | ||
5 | — | Articles II, VI, VII, VIII and IX of the Amended and Restated Agreement and Declaration of Trust, as amended, and Articles IV, V and VI of the Amended and Restated Bylaws, as amended, define rights of holders of shares. | ||
6 (a) | — | (1) Master Investment Advisory Agreement, dated May 1, 2000, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment No. 1, dated May 1, 2001, to Master Investment Advisory Agreement, dated May 1, 2000, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post-Effective Amendment No. 19 to the Registrant’s Registration Statement on Form N-1A, filed on April 12, 2001. | |||
— | (3) Amendment No. 2 to Master Investment Advisory Agreement of Registrant dated September 7, 2001, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (4) Amendment No. 3 to Master Investment Advisory Agreement of Registrant dated May 1, 2002, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (5) Amendment No. 4, dated August 29, 2003, to Master Investment Advisory Agreement, dated May 1, 2000, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 27 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 2004. | |||
— | (6) Amendment No. 5, dated April 30, 2004 to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (7) Amendment No. 6, dated July 1, 2004, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (8) Amendment No. 7, dated October 15, 2004, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. |
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— | (9) Amendment No. 8, dated July 1, 2005, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (10) Amendment No. 9, dated December 21, 2005, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (11) Amendment No. 10, dated May 1, 2006, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (12) Amendment No. 11, dated June 12, 2006, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (13) Amendment No. 12, dated July 3, 2006, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (14) Amendment No. 13, dated November 6, 2006, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (15) Amendment No. 14, dated December 21, 2006, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (16) Amendment No. 15, dated May 1, 2007, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
— | (17) Amendment No. 16, dated July 1, 2007, to Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
— | (18) Amendment No. 17, dated October 22, 2008, to Master Investment Advisory Agreement between Registrant and Invesco Aim Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | |||
— | (19) Form of Amendment No.[ ], dated [ ], to Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc., successor by merger to Invesco Aim Advisors, Inc., will be filed by Post-Effective Amendment. |
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(b) | — | (1) Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008, between Invesco Aim Advisors, Inc. on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management (N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc., Invesco Senior Secured Management, Inc. and A I M Funds Management Inc., incorporated herein by reference to Registrant’s PEA No. 33 on Form N-1A, filed on September 23, 2008. | ||
— | (2) Amendment No. 1, dated October 22, 2008, to Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008 between Invesco Aim Advisors, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management (N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc., Invesco Senior Secured Management, Inc. and A I M Funds Management Inc., incorporated herein by reference to Registrant’s PEA No. 38 on Form N-1A, filed on April 28, 2009. | |||
— | (3) Form of Amendment No. [ ], dated [ ]. to Master Intergroup Sub-Advisory Contract for Mutual Funds between Invesco Advisers, Inc., successor by merger to Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Ltd., Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Trimark Ltd will be filed by Post-Effective Amendment. | |||
(c) | — | Form of Temporary Sub-Advisory Agreement between Invesco Advisers, Inc. and Morgan Stanley Investment Management and affiliates will be filed by Post-Effective Amendment. | ||
7 (a) | — | (1) First Amended and Restated Master Distribution Agreement, dated July 16, 2001, between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 21 to the Registrant’s Registration Statement on Form N-1A, filed on July 18, 2001. | ||
— | (2) Amendment No. 1, dated September 7, 2001, to First Amended and Restated Master Distribution Agreement, between Registrant and A I M Distributors, Inc., dated July 16, 2001 incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated May 1, 2002, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors Inc., dated July 16, 2001 incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment No. 3, dated August 29, 2003, to First Amended and Restated Master Distribution Agreement, between Registrant and A I M Distributors, Inc., dated July 16, 2001 incorporated herein by reference to Post Effective Amendment No. 27 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 2004. |
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— | (5) Amendment No. 4, dated April 30, 2004, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (6) Amendment No. 5, dated October 15, 2004, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (7) Amendment No. 6, dated July 1, 2005, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (8) Amendment No. 7, dated December 21, 2005, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (9) Amendment No. 8, dated May 1, 2006, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (10) Amendment No. 9, dated June 12, 2006, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (11) Amendment No. 10, dated July 3, 2006, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (12) Amendment No. 11, dated November 6, 2006, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (13) Amendment No. 12, dated December 21, 2006, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (14) Amendment No. 13, dated May 1, 2007, to First Amended and Restated Master Distribution Agreement between Registrant and A I M Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
— | (15) Amendment No. 14, dated October 22, 2008, to First Amended and Restated Master Distribution Agreement between Registrant and Invesco Aim Distributors, Inc incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | |||
— | (16) Form of Amendment No.[ ], dated [ ], to First Amended and Restated Master Distribution Agreement between Registrant and Invesco Aim Distributors, Inc, will be filed by Post-Effective Amendment. |
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8 (a) | — | Form of Retirement Plan for Eligible Directors/Trustees, as amended January 1, 2008 incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | ||
(b) | — | Form of Trustee Deferred Compensation Agreement, amended January 1, 2008 incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | ||
9 (a) | — | (1) Master Custodian Contract, dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post-Effective Amendment No. 19 to the Registrant’s Registration Statement on Form N-1A, filed on April 12, 2001. | ||
— | (2) Amendment, dated May 1, 2000, to Master Custodian Contract, dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post-Effective Amendment No. 19 to the Registrant’s Registration Statement on Form N-1A, filed on April 12, 2001. | |||
— | (3) Amendment, dated June 29, 2001, to Master Custodian Contract dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment, dated April 2, 2002, to Master Custodian Contract dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (5) Amendment, dated September 8, 2004, to Master Custodian Contract dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (6) Amendment, dated February 6, 2006, to Master Custodian Contract dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (7) Amendment, dated January 31, 2007, to Master Custodian Contract dated May 1, 2000, between Registrant and State Street Bank and Trust Company incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
(b) | — | (1) Custody Agreement, dated September 19, 2000, between Registrant and The Bank of New York incorporated herein by reference to Post-Effective Amendment No. 19 to the Registrant’s Registration Statement on Form N-1A, filed on April 12, 2001. | ||
— | (2) Amendment No. 1, dated May 31, 2005, to Custody Agreement dated September 19, 2000, between Registrant and The Bank of New York incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. |
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(c) | — | Form of Master Custodian Contract between Registrant and JP Morgan, to be filed as part of a Post-Effective Amendment to a Registration Statement on Form N-1A. | ||
(d) | — | Foreign Assets Delegation Agreement, dated November 6, 2006, between Registrant and A I M Advisors, Inc. incorporated herein by reference to Post Effective Amendment No. 34 on Form N-1A, filed on February 11, 2008. | ||
10(a) | — | (1) Registrant’s Master Distribution Plan pursuant to Rule 12b-1 for Series II shares incorporated herein by reference to Post Effective Amendment No. 21 to the Registrant’s Registration Statement on Form N-1A, filed on July 18, 2001. | ||
— | (2) Amendment No. 1 to the Registrant’s Master Distribution Plan, dated September 7, 2001 incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2 to the Registrant’s Master Distribution Plan, dated May 1, 2002 incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment No. 3 to the Registrant’s Master Distribution Plan, dated August 29, 2003 incorporated herein by reference to Post Effective Amendment No. 27 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 2004. | |||
— | (5) Amendment No. 4 to the Registrant’s Master Distribution Plan, dated April 30, 2004 incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (6) Amendment No. 5 to the Registrant’s Master Distribution Plan, dated October 15, 2004 incorporated herein by reference to Post Effective Amendment No. 29 to the Registrant’s Registration Statement on Form N-1A, filed on February 28, 2005. | |||
— | (7) Amendment No. 6 to the Registrant’s Master Distribution Plan, dated July 1, 2005 incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (8) Amendment No. 7 to the Registrant’s Master Distribution Plan, dated December 21, 2005 incorporated herein by reference to Post-Effective Amendment No. 31, to Registrant’s Registration Statement on Form N-1A, filed on February 14, 2006. | |||
— | (9) Amendment No. 8 to the Registrant’s Master Distribution Plan, dated May 1, 2006 incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (10) Amendment No. 9, to the Registrant’s Master Distribution Plan, dated June 12, 2006 incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (11) Amendment No. 10, to the Registrant’s Master Distribution Plan, July 3, 2006 incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. |
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— | (12) Amendment No. 11, to the Registrant’s Master Distribution Plan, dated November 6, 2006 incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (13) Amendment No. 12, to the Registrant’s Master Distribution Plan, dated December 21, 2006 incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | |||
— | (14) Amendment No. 13, to the Registrant’s Master Distribution Plan, dated May 1, 2007 incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
— | (15) Amendment No. 14, to the Registrant’s Master Distribution Plan, dated October 22, 2008 incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | |||
— | (16) Form of Amendment No. [ ], to the Registrant’s Master Distribution Plan, dated [ ], to be filed by Post-Effective Amendment. | |||
11 | — | Opinion and Consent of Stradley Ronon Stevens & Young, LLP, as to the legality of the securities being registered is filed herewith. | ||
12 | — | Opinion of Stradley Ronon Stevens & Young, LLP, supporting the tax matters and consequences to shareholders will be filed by Post-effective Amendment. | ||
13(a) | — | (1) Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc incorporated herein by reference to Post Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | ||
— | (2) Amendment No. 1, dated July 3, 2006, to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc incorporated herein by reference to Post Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment No. 2, dated November 6, 2006, to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc incorporated herein by reference to Post Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (4) Amendment No. 3, dated December 21, 2006, to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (5) Amendment No. 4, dated May 1, 2007, to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (6) Amendment No. 5, dated October 22, 2008, to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and Invesco Aim Advisors, Inc incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (7) Form of Amendment No. [ ], dated [ ], to Third Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc to be filed by Post-Effective Amendment. | |||
(b) | — | (1) Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and AIM Investment Services, Inc incorporated herein by reference to Post Effective Amendment No. 33, to the Registrant’s Registration Statement on Form N1-A, filed on April 27, 2007. | ||
— | (2) Amendment No. 1, dated July 1, 2007, to the Amended and Restated Transfer Agency and Service Agreement, dated July 1, 2006, between Registrant and AIM Investment Services, Inc incorporated herein by reference to Post Effective Amendment No. 34, to the Registrant’s Registration Statement on Form N1-A, filed on February 11, 2008. | |||
(c) | — | Participation Agreement, dated February 25, 1993, between Registrant, Connecticut General Life Insurance Company and A I M Distributors, Inc incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
(d) | — | (1) Participation Agreement, dated February 10, 1995, between Registrant and Citicorp Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
— | (2) Amendment No. 1, dated February 3, 1997, to the Participation Agreement dated February 10, 1995, between Registrant and Citicorp Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
(e) | — | (1) Participation Agreement, dated February 10, 1995, between Registrant and First Citicorp Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
— | (2) Amendment No. 1, dated February 3, 1997, to the Participation Agreement, dated February 10, 1995, between Registrant and First Citicorp Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
(f) | — | (1a) Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. |
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— | (1b) Side Letter Agreement, dated December 1, 1995, among Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | |||
— | (2) Amendment No. 1, dated November 7, 1997, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (3) Amendment No. 2, dated September 2, 1997, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
— | (4) Amendment No. 3, dated January 26, 1998, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (5) Amendment No. 4, dated May 1, 1998, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (6) Amendment No. 5, dated January 12, 1999, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (7) Amendment No. 6, dated September 26, 2001, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (8) Amendment No. 7, dated May 1, 2004, to the Participation Agreement, dated December 19, 1995, between Registrant and Glenbrook Life and Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(g) | — | Participation Agreement, dated March 4, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
(h) | — | (1a) Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company (supersedes and replaces Participation Agreement dated March 4, 1996) incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (1b) Side Letter Agreement, dated September 27, 1996, between Registrant, IDS Life Insurance Company and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. |
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— | (2) Amendment No. 1, dated November 11, 1997, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated August 13, 2001, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated May 1, 2002, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment January 1, 2003, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (6) Amendment dated September 30, 2003, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment dated April 30, 2004, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(i) | — | (1) Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (2) Amendment No. 1, dated November 11, 1997, to the Participation Agreement, dated October 7, 1996 between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated August 13, 2001, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated May 1, 2002, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment dated January 1, 2003, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (6) Amendment dated August 18, 2003, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment dated April 30, 2004, to the Participation Agreement, dated October 7, 1996, between Registrant and IDS Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(j) | — | (1) Participation Agreement, dated April 8, 1996, between Registrant and Connecticut General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated April 8, 1996, between Registrant and Connecticut General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(k) | — | (1) Participation Agreement, dated September 21, 1996, between Registrant and Pruco Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (2) Amendment No. 1, dated July 1, 1997, to the Participation Agreement, dated September 21, 1996, between Registrant and Pruco Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
— | (3) Amendment No. 2, dated August 1, 1998, to the Participation Agreement, dated September 21, 1996, between Registrant and Pruco Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (4) Amendment No. 3, dated November 8, 1999, to the Participation Agreement dated September 21, 1996, between Registrant and Pruco Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4 dated April 10, 2000, to the Participation Agreement dated September 21, 1996, between Registrant and Pruco Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (6) Amendment, dated April 30, 2004, to the Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 32 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment, dated November 1, 2007, to the Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. |
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(l) | — | (1a) Participation Agreement, dated October 1, 1996, between Registrant and Allstate Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (1b) Side Letter Agreement, dated October 1, 1996, between Registrant and Allstate Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (2) Amendment No. 1, dated November 7, 1997, to the Participation Agreement, dated October 1, 1996, between Registrant and Allstate Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1999. | |||
— | (3) Amendment No. 2, dated December 18, 2002, to the Participation Agreement, dated October 1, 1996, between Registrant and Allstate Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated May 1, 2003, to the Participation Agreement, dated October 1, 1996, between Registrant and Allstate Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(m) | — | (1a) Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (1b) Side Letter Agreement, dated December 18, 1996, between Registrant and Merrill, Lynch, Pierce, Fenner & Smith, Incorporated incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | |||
— | (2) Amendment No. 1, dated May 1, 1997, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
— | (3) Amendment No. 2, dated April 13, 2000, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated February 16, 2001, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (5) Amendment No. 4, dated May 1, 2001, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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— | (6) Amendment No. 5, dated October 5, 2001, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (7) Agreement No. 6, dated September 10, 2002, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (8) Amendment No. 7, dated March 1, 2005, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (9) Amendment No. 8, dated May 1, 2006, to the Participation Agreement, dated December 18, 1996, between Registrant and Merrill Lynch Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(n) | — | (1) Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (2) Amendment No. 1, dated May 1, 1997, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
— | (3) Amendment No. 2, dated April 3, 2000, to the Participation Agreement, dated December 18, 1996, by and between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3 dated February 16, 2001, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (5) Amendment No. 4, dated May 1, 2001, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (6) Amendment No. 5, dated October 5, 2001, to the Participation Agreement, dated, December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (7) Amendment No. 6, dated September 10, 2002, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. |
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— | (8) Amendment No. 7, dated March 1, 2005, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (9) Amendment No. 8, dated May 1, 2006, to the Participation Agreement, dated December 18, 1996, between Registrant and ML Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(o) | — | (1) Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 8 to the Registrant’s Registration Statement on Form N-1A, filed on April 23, 1997. | ||
— | (2) Amendment No. 1, dated November 8, 1999, to the Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (3) Amendment No. 2, dated April 10, 2000, to the Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment dated April 30, 2004, to the Participation Agreement, dated February 14, 1997, between Registrant and Pruco Life Insurance Company of New Jersey incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(p) | — | (1) Participation Agreement, dated April 30, 1997, between Registrant and Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amended and Restated Participation Agreement, dated January 31, 2007, between Registrant and The Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 38 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
— | (3) Amendment No. 1, dated March 25, 2009, to the Amended and Restated Participation Agreement, dated January 31, 2007, between Registrant and The Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 38 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
(q) | — | (1) Participation Agreement, dated October 30, 1997, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated May 1, 2002, to the Participation Agreement, dated October 30, 1997, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (3) Amendment dated January 1, 2003, to the Participation Agreement, dated October 30, 1997, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated April 30, 2004, to the Participation Agreement, dated October 30, 1997, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment dated September 14, 2004, to the Participation Agreement, dated October 30, 1997, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (6) Amended and Restated Participation Agreement, dated April 17, 2006, between Registrant and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(r) | — | (1a) Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (1b) Letter Agreement, dated October 30, 1997, between American Enterprise Life Insurance Company and American Centurion Life Assurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | |||
— | (2) Amendment No. 1, dated January 1, 2000, to the Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated May 1, 2002, to the Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated January 1, 2003, to the Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment dated April 30, 2004, to the Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (6) Amendment dated September 16, 2004, to the Participation Agreement, dated October 30, 1997, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (7) Amended and Restated Participation Agreement, dated April 17, 2006, between Registrant and American Enterprise Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(s) | — | (1) Participation Agreement, dated November 20, 1997, between Registrant and AIG Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated October 11, 1999, to the Participation Agreement, dated November 20, 1997, between Registrant and AIG Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(t) | — | Participation Agreement, dated November 20, 1997, between Registrant and American International Life Assurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
(u) | — | (1) Participation Agreement, dated November 4, 1997, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated June 15, 1998, to the Participation Agreement, dated November 4, 1997, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
(v) | — | (1) Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated June 23, 1998, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (3) Amendment No. 2, dated May 20, 1999, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | |||
— | (4) Amendment No. 3, dated November 1, 1999, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post-Effective Amendment No. 15 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2000. | |||
— | (5) Amendment No. 4, dated March 2, 2000, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. |
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— | (6) Amendment No. 5, dated December 28, 2000, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (7) Amendment No. 6, dated September 5, 2001, to the Participation Agreement, dated December 3, 1997, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
(w) | — | (1) Participation Agreement, dated December 31, 1997, between Registrant and Cova Financial Services Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated April 23, 1999, to the Participation Agreement, dated December 31, 1997, between Registrant and Cova Financial Services Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 15 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2000. | |||
— | (3) Amendment No. 2, dated September 1, 2000, to the Participation Agreement, dated December 31, 1997, between Registrant and Cova Financial Services Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated February 12, 2001, to the Participation Agreement, dated December 31, 1997, between Registrant and Met Life Investors Insurance Company (formerly Cova Financial Services Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
(x) | — | (1) Participation Agreement, dated December 31, 1997, between Registrant and Cova Financial Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 9 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 1998. | ||
— | (2) Amendment No. 1, dated April 23, 1999, to the Participation Agreement, dated December 31, 1997, between Registrant and Cova Financial Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | |||
— | (3) Amendment No. 2, dated February 12, 2001, to the Participation Agreement, dated April 23, 1999, between Registrant and Met Life Investors Insurance Company (formerly Cova Financial Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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(y) | — | (1) Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Insurance & Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated July 1, 1999, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance & Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | |||
— | (3) Amendment No. 2, dated May 1, 2000, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance & Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated August 1, 2000, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance & Annuity Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4, dated December 1, 2000, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (6) Amendment dated January 1, 2003, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment No. 5, dated May 1, 2004, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (8) Amendment No. 6, dated July 1, 2008, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (9) Amendment No. 7, dated May 1, 2008, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (10) Amendment No. 8, dated December 3, 2008, to the Participation Agreement, dated February 2, 1998, between Registrant and The Guardian Life Insurance and Annuity Company, Inc incorporated herein by reference to Post-Effective Amendment No. 38, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. |
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(z) | — | (1) Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated December 11, 1998, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated March 15, 1999, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated April 17, 2000, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4, dated May 1, 2000, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (6) Amendment No. 5, dated May 1, 2001, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (7) Amendment No. 6, dated September 1, 2001, to the Participation Agreement dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (8) Amendment No. 7, date April 1, 2002 to the Participation Agreement dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. |
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— | (9) Amendment No. 8, dated August 5, 2002, to the Participation Agreement dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (10) Amendment No. 9, dated August 20, 2003, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (11) Amendment No. 10, dated December 31, 2003, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (12) Amendment No. 11, dated April 30, 2004, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (13) Amendment No. 12, dated January 29, 2007, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (14) Amendment No. 13 dated May 1, 2007, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (15) Amendment No. 14, dated August 1, 2007, to the Participation Agreement, dated February 17, 1998, between Registrant and Sun Life Assurance Company of Canada (U.S.) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(aa) | — | Participation Agreement, dated April 1, 1998, between Registrant and United Life & Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
(bb) | — | (1) Participation Agreement, dated April 21, 1998, between Registrant and Keyport Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated December 28, 1998, to the Participation Agreement, dated April 21, 1998, between Registrant and Keyport Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated March 12, 2001, to the Participation Agreement, dated April 21, 1998, between Registrant and Keyport Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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(cc) | — | (1) Participation Agreement, dated May 1, 1998, between Registrant and PFL Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated June 30, 1998, to the Participation Agreement, dated May 1, 1998, between Registrant and PFL Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | |||
— | (3) Amendment No. 2, dated November 27, 1998, to the Participation Agreement, dated May 1, 1998, between Registrant and PFL Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (4) Amendment No. 3, dated August 1, 1999, to the Participation Agreement, dated May 1, 1998, between Registrant and PFL Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (5) Amendment No. 4, dated February 28, 2001, to the Participation Agreement, dated May 1, 1998, between Registrant and PFL Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (6) Amendment No. 5, dated July 1, 2001, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (7) Amendment No. 6, dated August 15, 2001, to the Participation Agreement dated May 1, 1998, between Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (8) Amendment No. 7 dated May 1, 2002, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (9) Amendment No. 8 dated July 15, 2002, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (10) Amendment No. 9 dated December 1, 2002, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. |
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— | (11) Amendment No. 10, dated May 1, 2003, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (12) Amendment No. 11, dated December 1, 2003, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (13) Amendment No. 12, dated May 1, 2004, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (14) Amendment No. 13, dated September 1, 2005, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (15) Amendment No. 14, dated May 1, 2006, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (16) Amendment and Novation, dated May 1, 2007, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (17) Amendment, dated July 30, 2007, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (18) Amendment, dated January 10, 2008, to the Participation Agreement, dated May 1, 1998, between Registrant and Transamerica Life Insurance Company (formerly PFL Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(dd) | — | (1) Participation Agreement, dated May 1, 1998, between Registrant and Fortis Benefits Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. |
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— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated May 1, 1998, between Registrant and Fortis Benefits Insurance Company (n/k/a Union Security Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(ee) | — | (1) Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated January 1, 1999, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1999. | |||
— | (3) Amendment No. 2, dated September 29, 1999, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated February 1, 2000, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4, dated November 1, 2000, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (6) Amendment No. 5, dated May 14, 2002, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (7) Amendment No. 6, dated October 1, 2002, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (8) Amendment No. 7, dated January 15, 2004, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (9) Amendment No. 8, dated January 1, 2005, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (10) Amendment No. 9, dated May 11, 2006, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. |
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— | (11) Amendment No. 10, dated August 31, 2007, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (12) Amendment No. 11, dated February 1, 2008, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
— | (13) Amendment No. 12, dated September 15, 2008, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (14) Amendment No. 13, dated December 1, 2008, to the Participation Agreement, dated June 1, 1998, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(ff) | — | (1) Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated November 20, 1998, to the Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated May 1, 1999, to the Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated October 14, 1999, to the Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4, dated May 1, 2000, to the Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (6) Amendment No. 5, dated July 15, 2000, to the Participation Agreement, dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (7) Amendment No. 6, dated July 15, 2001, to the Participation Agreement dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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— | (8) Amendment No. 7, dated May 1, 2003, to the Participation Agreement dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (9) Amendment No. 8, dated April 30, 2004, to the Participation Agreement dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (10) Amendment No. 9, dated May 1, 2006, to the Participation Agreement dated June 16, 1998, between Registrant and Lincoln National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(gg) | — | (1) Participation Agreement, dated June 30, 1998, between Registrant and Aetna Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated October 1, 2000, to the Participation Agreement, dated June 20, 1998, between Registrant and AETNA Life Insurance and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment dated July 12, 2002, to the Participation Agreement, dated June 30, 1998, between Registrant and AETNA Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(hh) | — | (1) Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | ||
— | (2) Amendment dated January 1, 2003, to the Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (3) Amendment dated April 30, 2004, to the Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company (ING Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment 4, dated June 30, 2006, to the Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company (ING Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (5) Amendment, dated November 5, 2007, to the Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company (ING Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. |
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— | (6) Amendment, dated November 3, 2008, to the Participation Agreement, dated July 1, 1998, between Registrant and The Union Central Life Insurance Company (ING Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(ii) | — | (1) Participation Agreement, dated July 1, 1998, between Registrant and United Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | ||
— | (2) Amendment No. 1, dated July 1, 2002, to the Participation Agreement, dated July 1, 1998, between Registrant and United Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(jj) | — | (1) Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated April 29, 2002, to be effective as of November 1, 2000, to the Participation Agreement, dated July 2, 1998, between Registration and Hartford Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (3) Amendment No. 2, dated September 20, 2001, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment No. 3, dated June 1, 2003, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment No. 4, dated November 1, 2003, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (6) Amendment No. 5, dated May 1, 2004, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment No. 6, dated May 1, 2008, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (8) Amendment No. 7, dated May 1, 2009, to the Participation Agreement, dated July 2, 1998, between Registrant and Hartford Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 38, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. |
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(kk) | — | (1) Participation Agreement, dated July 13, 1998, between Registrant and Keyport Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated December 28, 1998 to the Participation Agreement, dated July 13, 1998, between Registrant and Keyport Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | |||
— | (3) Amendment No. 2, dated March 12, 2001, to the Participation Agreement, dated July 13, 1998, between Registrant and Keyport Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(ll) | — | (1) Participation Agreement, dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 10 to the Registrant’s Registration Statement on Form N-1A, filed on October 2, 1998. | ||
— | (2) Amendment No. 1, dated February 11, 2000, to the Participation Agreement dated July 27, 1998 between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 16 to the Registrant’s Registration Statement on Form N-1A, filed on February 17, 2000. | |||
— | (3) Amendment No. 2, dated April 10, 2000, to the Participation Agreement, dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (4) Amendment No. 3, dated May 1, 2000, to the Participation Agreement, dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (5) Amendment No. 4, dated October 4, 2000, to the Participation Agreement, dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
— | (6) Amendment No. 5, dated December 1, 2000, to the Participation Agreement, dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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— | (7) Amendment No. 6, dated May 1, 2001, to the Participation Agreement dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (8) Amendment No. 7, dated May 1, 2002, to the Participation Agreement dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (9) Amendment dated January 1, 2003, to the Participation Agreement dated July 27, 1998, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(mm) | — | (1) Amended and Restated Participation Agreement, dated July 31, 2007, to the Participation Agreement, dated July 27, 1998, between Registrant and Commonwealth Annuity and Life Insurance Company (formerly, Allmerica Financial Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 34 on Form N-1A, filed on February 11, 2008. | ||
— | (2) Amendment No. 1, dated March 1, 2008, to the Amended and Restated Participation Agreement, dated July 31, 2007, between Registrant and Commonwealth Annuity and Life Insurance Company (formerly, Allmerica Financial Life Insurance and Annuity Company) incorporated herein by reference to Post-Effective Amendment No. 34 on Form N-1A, filed on April 28, 2008. | |||
(nn) | — | (1) Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1999. | ||
— | (2) Amendment No. 1, dated February 15, 2000, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated May 1, 2000, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated July 15, 2000, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment dated January 1, 2003, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (6) Amendment No. 5, dated April 30, 2004, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment No. 6, dated October 1, 2006, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (8) Amendment No. 7, dated April 2, 2007, to the Participation Agreement, dated October 15, 1998, between Registrant and Lincoln Life & Annuity Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(oo) | — | (1) Participation Agreement, dated November 23, 1998, between Registrant and American General Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | ||
— | (2) Amendment No. 1, dated July 1, 1999, to the Participation Agreement dated November 23, 1998, between Registrant and American General Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | |||
— | (3) Amendment No. 2, dated August 1, 2000, to the Participation Agreement, dated November 23, 1998, between Registrant and American General Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | |||
(pp) | — | (1) Participation Agreement, dated December 1, 1998, between Registrant and the Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 11 to the Registrant’s Registration Statement on Form N-1A, filed on February 18, 1999. | ||
— | (2) Amendment No. 1, dated March 8, 2000, to the Participation Agreement, dated December 1, 1998, between Registrant and the Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment dated April 30, 2004, to the Participation Agreement, dated December 1, 1998, between Registrant and the Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated May 1, 2006, to the Participation Agreement, dated December 1, 1998, between Registrant and the Prudential Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. |
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(qq) | — | (1) Participation Agreement, dated February 1, 1999, between Registrant and Sage Life Assurance of America, Inc incorporated herein by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1999. | ||
— | (2) Amendment No. 1, dated October 1, 2001, to the Participation Agreement, dated February 1, 1999, between Registrant and Sage Life Assurance of America, Inc incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated February 1, 2002, to the Participation Agreement, dated February 1, 1999, between Registrant and Sage Life Assurance of America, Inc incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated May 1, 2003, to the Participation Agreement, dated February 1, 1999, between Registrant and Sage Life Assurance of America, Inc incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(rr) | — | (1) Participation Agreement, dated April 1, 1999, between Registrant and Liberty Life Assurance Company of Boston incorporated herein by reference to Post-Effective Amendment No. 12 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1999. | ||
— | (2) Amendment No. 1, dated May 1, 2001, to the Participation Agreement, dated April 1, 1999, between Registrant and Liberty Life Assurance Company of Boston incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated April 30, 2004, to the Participation Agreement, dated April 1, 1999, between Registrant and Liberty Life Assurance Company of Boston incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(ss) | — | Participation Agreement, dated April 13, 1999, between Registrant and Western-Southern Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | ||
(tt) | — | (1) Participation Agreement, dated May 1, 1999, between Registrant and Columbus Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | ||
— | (2) Amendment dated April 25, 2003, to the Participation Agreement, dated May 1, 1999, between Registrant and Columbus Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated April 30, 2004, to the Participation Agreement, dated May 1, 1999, between Registrant and Columbus Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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(uu) | — | (1) Participation Agreement, dated April 26, 1999, between Registrant and First Variable Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | ||
— | (2) Amendment dated April 30, 2004, to the Participation Agreement, dated April 26, 1999, between Registrant and Protective Life Insurance Company (formerly, First Variable Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(vv) | — | (1) Participation Agreement, dated August 21, 1999, between Registrant and Life Investors Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment, dated July 12, 2006, to the Participation Agreement, dated August 21, 1999, between Registrant and Life Investors Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 33 to on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment and Novation, dated May 1, 2007, to the Participation Agreement, dated August 21, 1999, between Registrant and Life Investors Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 34 on Form N-1A, filed on February 11, 2008. | |||
(ww) | — | Participation Agreement, dated June 8, 1999, between Registrant and The Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 13 to the Registrant’s Registration Statement on Form N-1A, filed on July 13, 1999. | ||
(xx) | — | (1) Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment, dated April 1, 2001, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment, dated May 1, 2002, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment, dated August 15, 2002, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (5) Amendment dated January 8, 2003, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (6) Amendment dated February 14, 2003, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment, dated April 30, 2004, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (8) Amendment dated April 29, 2005, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (9) Amendment No. 8, dated May 1, 2006, to the Participation Agreement, dated June 8, 1999, between Registrant and Principal Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(yy) | — | (1) Participation Agreement, dated June 14, 1999, between Registrant and Security First Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment No. 1, dated April 30, 2007, to the Participation Agreement, dated June 14, 1999, between Registrant and Security First Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(zz) | — | (1) Participation Agreement, dated July 1, 1999, between Registrant and Allstate Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment No. 1, dated December 20, 2001, to the Participation Agreement, dated July 1, 1999, between Registrant and Allstate Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated May 1, 2003, to the Participation Agreement, dated July 1, 1999, between Registrant and Allstate Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(aaa) | — | (1) Participation Agreement, dated July 27, 1999, between Registrant and Allianz Life Insurance Company of North America incorporated herein by reference to Post-Effective Amendment No. 14 on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment No. 1, dated May 1, 2005, to the Participation Agreement, dated July 27, 1999, between Registrant and Allianz Life Insurance Company of North America incorporated herein by reference to Post-Effective Amendment No. 33 on Form N-1A, filed on April 27, 2007. |
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— | (3) Amendment No. 2, dated May 1, 2006, to the Participation Agreement, dated July 27, 1999, between Registrant and Allianz Life Insurance Company of North America incorporated herein by reference to Post-Effective Amendment No. 33 on Form N-1A, filed on April 27, 2007. | |||
(bbb) | — | Participation Agreement, dated July 27, 1999, between Registrant and Preferred Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | Amendment No. 1, dated May 1, 2006, to the Participation Agreement, dated July 27, 1999, between Registrant and Preferred Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 33 on Form N-1A, filed on April 27, 2007. | |||
(ccc) | — | (1) Participation Agreement, dated August 31, 1999, between Registrant and John Hancock Mutual Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
(ddd) | — | (1) Participation Agreement, dated August 31, 1999, between Registrant and The United States Life Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 14 to the Registrant’s Registration Statement on Form N-1A, filed on September 28, 1999. | ||
— | (2) Amendment No. 1, dated October 1, 2001, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Life Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated December 31, 2002, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated September 5, 2003, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (5) Amendment No. 4, dated July 1, 2008, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
— | (6) Amendment No. 5, dated September 15, 2008, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
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— | (7) Amendment No. 6, dated December 1, 2008, to the Participation Agreement, dated August 31, 1999, between Registrant and The United States Insurance Company in the City of New York incorporated herein by reference to Post-Effective Amendment No. 38, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
(eee) | — | (1) Participation Agreement, dated November 1, 1999, between Registrant and AETNA Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 15 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2000. | ||
— | (2) Amendment No. 1, dated November 17, 2000, to the Participation Agreement dated November 1, 1999, between Registrant and AETNA Insurance Company of America incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment dated July 21, 2002, to the Participation Agreement, dated November 1, 1999, between Registrant and AETNA Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(fff) | — | Participation Agreement, dated January 28, 2000, between Registrant and Northbrook Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 16 to the Registrant’s Registration Statement on Form N-1A, filed on February 17, 2000. | ||
(ggg) | — | (1) Participation Agreement, dated March 2, 2000, between Registrant and GE Life and Annuity Assurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment No. 1, dated January 12, 2005, to the Participation Agreement, dated March 2, 2000, between Registrant and GE Life and Annuity Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated April 29, 2005, to the Participation Agreement, dated March 2, 2000, between Registrant and GE Life and Annuity Assurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated February 27, 2007, to the Participation Agreement, dated March 2, 2000, between Registrant and Genworth Life and Annuity Insurance Company (Formerly, GE Life and Annuity Assurance Company) incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (5) Amendment No. 4, dated March 18, 2008, to the Participation Agreement, dated March 2, 2000, between Registrant and Genworth Life and Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. |
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(hhh) | — | Participation Agreement, dated March 27, 2000, between Registrant and Reliastar Life Insurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
(iii) | — | Participation Agreement, dated March 27, 2000, between Registrant and Northern Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
(jjj) | — | Participation Agreement, dated March 27, 2000, between Registrant and Reliastar Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
(kkk) | — | (1) Participation Agreement, dated April 10, 2000, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment No. 1, dated December 1, 2000, to the Participation Agreement, dated April 10, 2000, between Registrant and Allmerica Financial Life Insurance and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
(lll) | — | (1) Participation Agreement, dated April 14, 2000, between Registrant and United Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment dated April 30, 2004, to the Participation Agreement, dated April 14, 2000, between Registrant and United Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(mmm) | — | (1) Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment No. 1, dated April 27, 2000, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (3) Amendment No. 2, dated September 1, 2001, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (4) Amendment No. 3, dated April 1, 2002, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. |
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— | (5) Amendment No. 4, dated December 31, 2002, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
— | (6) Amendment No. 5, dated August 20, 2003, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (7) Amendment No. 6, dated April 30, 2004, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (8) Amendment No. 7, dated October 1, 2006, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (9) Amendment No. 8, dated January 29, 2007, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (10) Amendment No. 9, dated May 1, 2007, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (11) Amendment No. 10, dated August 1, 2007, to the Participation Agreement, dated April 17, 2000, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(nnn) | — | (1) Participation Agreement, dated August 1, 2000, between Registrant and Kansas City Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. | ||
— | (2) Amendment dated October 31, 2002, to the Participation Agreement, dated August 1, 2000, between Registrant and Kansas City Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(ooo) | — | (1) Participation Agreement, dated September 25, 2000, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post-Effective Amendment No. 18 to the Registrant’s Registration Statement on Form N-1A, filed on February 16, 2001. |
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— | (2) Amendment No. 1, dated September 5, 2001, to the Private Placement Participation Agreement, dated September 25, 2000, between Registrant and Security Life of Denver Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
(ppp) | — | (1) Participation Agreement, dated February 26, 1999, between Registrant and American General Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment No. 1, dated November 1, 2000, to the Participation Agreement, dated February 26, 1999, between Registrant and American General Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated October 12, 2002, to the Participation Agreement, dated February 26, 1999, between Registrant and American General Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(qqq) | — | (1) Participation Agreement, dated April 3, 2000, between Registrant and First Cova Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment No. 1, dated February 12, 2001, to the Participation Agreement dated December 31, 1997, between Registrant and First Met Life Investors Insurance Company (formerly, First Cova Life Insurance Company) incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
— | (3) Amendment No. 2, dated April 30, 2007, to the Participation Agreement dated December 31, 1997, between Registrant and First Met Life Investors Insurance Company incorporated herein by reference to Post Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(rrr) | — | (1) Participation Agreement, dated February 1, 2001, between Registrant and Peoples Benefit Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment dated April 6, 2004, to the Participation Agreement, dated February 1, 2001, between Registrant and Peoples Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment and Novation, dated May 1, 2007, to the Participation Agreement dated February 1, 2001, between Registrant and Peoples Benefit Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | |||
(sss) | — | (1) Participation Agreement, dated March 28, 2001, between Registrant and Security Benefit Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. |
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— | (2) Amendment No. 1, dated May 1, 2003, to the Participation Agreement, dated March 28, 2001, between Registrant and Security Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated September 29, 2005, to the Participation Agreement, dated March 28, 2001, between Registrant and Security Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated November 15, 2006, to the Participation Agreement, dated March 28, 2001, between Registrant and Security Benefit Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(ttt) | — | Participation Agreement, dated March 29, 2001, between Registrant and Phoenix Home Life Mutual Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
(uuu) | — | Participation Agreement, dated March 29, 2001, between Registrant and Phoenix Life and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
(vvv) | — | (1) Participation Agreement, dated March 29, 2001, between Registrant and PHL Variable Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment No. 1, dated February 1, 2008, to the Participation Agreement, dated March 29, 2001, between Registrant and PHL Variable Insurance Company incorporated herein by reference to Post Effective Amendment No. 35 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(www) | — | (1) Participation Agreement, dated April 4, 2001, between Registrant and Annuity Investors Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment No. 1, dated July 1, 2002, to the Participation Agreement, dated April 4, 2001, between Registrant and Annuity Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment dated April 30, 2004, to the Participation Agreement, dated April 4, 2001, between Registrant and Annuity Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment, dated May 1, 2008, to the Participation Agreement, dated April 4, 2001, between Registrant and Annuity Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. |
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(xxx) | — | Participation Agreement, dated April 17, 2001, between Registrant and Sun Life Insurance and Annuity Company of New York incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
(yyy) | — | (1) Participation Agreement, dated April 30, 2001, between Registrant and Western Reserve Life Assurance Co. of Ohio incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment dated April 30, 2001, to the Participation Agreement, dated April 30, 2001, between Registrant and Western Reserve Life Assurance Co. of Ohio incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment dated July 12, 2006, to the Participation Agreement, dated April 30, 2001, between Registrant and Western Reserve Life Assurance Co. of Ohio incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (4) Amendment and Novation, dated May 1, 2007, to the Participation Agreement, dated April 30, 2001, between Registrant and Western Reserve Life Assurance Co. of Ohio incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(zzz) | — | (1) Participation Agreement, dated July 13, 2001, between Registrant and Golden American Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment dated April 30, 2004, to the Participation Agreement, dated July 13, 2001, between Registrant and Golden American Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(aaaa) | — | (1) Participation Agreement, dated July 24, 2001, between Registrant and Lincoln Benefit Life Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment No. 1, dated December 18, 2002, to the Participation Agreement, dated July 24, 2001, between Registrant and Lincoln Benefit Life Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | |||
(bbbb) | — | (1) Participation Agreement, dated October 1, 2001, between Registrant and The Travelers Life and Annuity Company incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
— | (2) Amendment dated May 1, 2003, to the Participation Agreement, dated October 1, 2001, between Registrant and The Travelers Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (3) Amendment dated March 31, 2005, to the Participation Agreement, dated October 1, 2001, between Registrant and The Travelers Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated April 28, 2008, to the Participation Agreement, dated October 1, 2001, between Registrant and The Travelers Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(cccc) | — | Participation Agreement, dated November 1, 2001, between Registrant and The American Life Insurance Company of New York incorporated herein by reference to Post Effective Amendment No. 22 to the Registrant’s Registration Statement on Form N-1A, filed on February 12, 2002. | ||
(dddd) | — | (1) Participation Agreement, dated May 1, 2002, between the Registrant and Hartford Life and Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated May 1, 2002, between Registrant and Hartford Life and Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(eeee) | — | (1) Participation Agreement, dated March 4, 2002, between Registrant and Minnesota Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 24 to the Registrant’s Registration Statement on Form N-1A, filed on April 30, 2002. | ||
— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated March 4, 2002, between Registrant and Minnesota Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated April 1, 2005, to the Participation Agreement, dated March 4, 2002, between Registrant and Minnesota Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated October 1, 2006, to the Participation Agreement, dated March 4, 2002, between Registrant and Minnesota Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(ffff) | — | (1) Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | ||
— | (2) Amendment No. 1, dated May 1, 2004, to the Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant's Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (3) Amendment, dated July 12, 2006, to the Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (4) Amendment and Novation, dated May 1, 2007, to the Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (5) Amendment, dated July 30, 2007, to the Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (6) Amendment, dated January 10, 2008, to the Participation Agreement, dated May 1, 2002, between Registrant and AUSA Life Insurance Company, Inc incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(gggg) | — | Participation Agreement, dated October 1, 2002, between Registrant and CUNA Mutual Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 2003. | ||
— | Amendment No. 1, dated May 1, 2004, to the Participation Agreement, dated October 1, 2002, between Registrant and CUNA Mutual Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 35 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
— | Amendment No. 2, dated March 19, 2008, to the Participation Agreement, dated October 1, 2002, between Registrant and CUNA Mutual Life Insurance Company incorporated herein by reference to Post Effective Amendment No. 35 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(hhhh) | — | (1) Participation Agreement, dated May 1, 2000, between Registrant and SAFECO Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment dated May 1, 2003, to the Participation Agreement, dated May 1, 2000, between Registrant and SAFECO Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment dated April 30, 2004, to the Participation Agreement, dated May 1, 2000, between Registrant and SAFECO Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated July 15, 2005, to the Participation Agreement, dated May 1, 2000, between Registrant and SAFECO Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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(iiii) | — | (1) Participation Agreement, dated May 22, 2002, between Registrant and The Penn Mutual Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated May 1, 2004, to the Participation Agreement, dated May 22, 2002, between Registrant and The Penn Mutual Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(jjjj) | — | (1) Participation Agreement, dated June 21, 2002, between Registrant and First Security Benefit Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated May 1, 2003, to the Participation Agreement, dated June 21, 2002, between Registrant and First Security Benefit Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated September 29, 2005, to the Participation Agreement, dated June 21, 2002, between Registrant and First Security Benefit Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated November 15, 2006, to the Participation Agreement, dated June 21, 2002, between Registrant and First Security Benefit Life Insurance and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 33, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
(kkkk) | — | Participation Agreement, dated April 30, 2003, between Registrant and MONY Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(llll) | — | Participation Agreement, dated April 30, 2003, between Registrant and MONY Life Insurance Company of America incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(mmmm) | — | (1) Participation Agreement, dated September 1, 2005, between Registrant and American National Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment, dated March 2, 2007, to the Participation Agreement, dated September 1, 2005, between Registrant and American National Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34, to Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. |
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(nnnn) | — | (1) Participation Agreement, dated October 12, 1999, between Registrant and Security Equity Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated October 31, 2003, to the Participation Agreement, dated October 12, 1999, between Registrant and Security Equity Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(oooo) | — | (1) Participation Agreement, dated October 12, 1999, between Registrant and General American Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment dated September 2, 2002, to the Participation Agreement, dated October 12, 1999, between Registrant and General American Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(pppp) | — | (1) Participation Agreement, dated May 1, 2003, between Registrant and Jefferson National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment dated April 30, 2004, to the Participation Agreement, dated May 1, 2003, between Registrant and Jefferson National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment dated May 1, 2006, to the Participation Agreement, dated May 1, 2003, between Registrant and Jefferson National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment dated May 1, 2008, to the Participation Agreement, dated May 1, 2003, between Registrant and Jefferson National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 35, to Registrant’s Registration Statement on Form N-1A, filed on April 28, 2008. | |||
(qqqq) | — | Participation Agreement, dated April 30, 2004, between Registrant and Midland National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(rrrr) | — | Participation Agreement, dated April 30, 2004, between Registrant and National Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(ssss) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and Metropolitan Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (2) Amendment No.1, dated April 28, 2008, to the Participation Agreement, dated April 30, 2004, between Registrant and Metropolitan Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37, to Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(tttt) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Variable Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated July 31, 2006, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Corporation (formerly, Ameritas Variable Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment No. 2, dated November 5, 2007, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Corporation (formerly, Ameritas Variable Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (4) Amendment No. 3, dated November 3, 2008, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Corporation (formerly, Ameritas Variable Life Insurance Company) incorporated herein by reference to Post-Effective Amendment No. 37 to the Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(uuuu) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Novation to Participation Agreement, dated February 26, 2007, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment No. 1, effective November 5, 2007, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Corp incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
— | (4) Amendment No. 2, effective November 3, 2008, to the Participation Agreement, dated April 30, 2004, between Registrant and Ameritas Life Insurance Corp incorporated herein by reference to Post-Effective Amendment No. 37 to the Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(vvvv) | — | Participation Agreement, dated April 30, 2004, between Registrant and Business Men’s Assurance Company of America incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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(wwww) | — | Participation Agreement, dated April 30, 2004, between Registrant and American Skandia Life Assurance Corp incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(xxxx) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant, A I M Distributors, Inc., and Great-West Life & Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | ||
— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated April 30, 2004, between Registrant, A I M Distributors, Inc. and Great-West Life & Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (3) Amendment No. 2, dated August 1, 2006, to the Participation Agreement, dated April 30, 2004, between Registrant, A I M Distributors, Inc. and Great-West Life & Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 33 to the Registrant’s Registration Statement on Form N-1A, filed on April 27, 2007. | |||
— | (4) Amendment No. 3, dated November 15, 2007, to the Participation Agreement, dated April 30, 2004, between Registrant, A I M Distributors, Inc. and Great-West Life & Annuity Insurance Company incorporated herein by reference to Post-Effective Amendment No. 34 to the Registrant’s Registration Statement on Form N-1A, filed on February 11, 2008. | |||
(yyyy) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and American United Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated April 1, 2009, to the Participation Agreement, dated April 30, 2004, between Registrant and American United Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 38 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
(zzzz) | — | (1) Participation Agreement, dated March 2, 2003, between Registrant and GE Capital Life Assurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated April 29, 2005, to the Participation Agreement, dated March 2, 2003, between Registrant and GE Capital Life Assurance Company of New York incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
(aaaaa) | — | Participation Agreement, dated April 30, 2004, between Registrant and American Partners Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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(bbbbb) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and Massachusetts Mutual Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated July 1, 2008, to the Participation Agreement, dated April 30, 2004, between Registrant and Massachusetts Mutual Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37 to the Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(ccccc) | — | Participation Agreement, dated April 30, 2004, between Registrant and C.M. Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(ddddd) | — | Participation Agreement, dated July 1, 2005, between Registrant and AXA Equitable Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(eeeee) | — | (1) Participation Agreement, dated September 14, 2005, between Registrant and New York Life Insurance and Annuity Corp incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Addendum dated March 17, 2006, to the Participation Agreement, dated September 14, 2005, between Registrant and New York Life Insurance and Annuity Corp incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 1, dated April 2, 2008, to the Participation Agreement, dated September 14, 2005, between Registrant and New York Life Insurance and Annuity Corp incorporated herein by reference to Post-Effective Amendment No. 38 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
(fffff) | — | Participation Agreement, dated April 30, 2004, between Registrant and Chase Insurance Life and Annuity Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
(ggggg) | — | (1) Participation Agreement, dated April 30, 2004, between Registrant and Kemper Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | ||
— | (2) Amendment No. 1, dated May 28, 2008, to the Participation Agreement, dated April 30, 2004, between Registrant and Kemper Investors Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 37 to the Registrant’s Registration Statement on Form N-1A, filed on October 22, 2008. | |||
(hhhhh) | — | (1) Participation Agreement, dated January 6, 2003, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. |
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— | (2) Amendment No. 1, dated April 30, 2004, to the Participation Agreement, dated January 6, 2003, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (3) Amendment No. 2, dated July 1, 2005, to the Participation Agreement, dated January 6, 2003, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 32, to Registrant’s Registration Statement on Form N-1A, filed on April 27, 2006. | |||
— | (4) Amendment No. 3, dated January 13, 2009, to the Participation Agreement, dated January 6, 2003, between Registrant and Nationwide Life Insurance Company incorporated herein by reference to Post-Effective Amendment No. 38 to the Registrant’s Registration Statement on Form N-1A, filed on April 28, 2009. | |||
(iiiii) | — | Accounting Services Agreement, dated March 31, 1993, between the Registrant and State Street Bank and Trust Company incorporated herein by reference to Post-Effective Amendment No. 7 to the Registrant’s Registration Statement on Form N-1A, filed on April 29, 1996. | ||
(jjjjj) | — | Fourth Amended and Restated Memorandum of Agreement, dated as of July 1, 2008, between Registrant, on behalf of all funds, and Invesco Aim Advisors, Inc., regarding securities lending incorporated herein by reference to Post Effective Amendment No. 36, to the Registrant’s Registration Statement on Form N1-A, filed on August 8, 2008. | ||
(kkkkk) | — | Memorandum of Agreement, dated as of July 1, 2008, between Registrant, on behalf of certain funds, and Invesco Aim Advisors, Inc., regarding advisory fee waivers incorporated herein by reference to Post Effective Amendment No. 36, to the Registrant’s Registration Statement on Form N1-A, filed on August 8, 2008. | ||
(lllll) | — | Memorandum of Agreement, dated as of March 4, 2009, between Registrant, on behalf of all funds, and Invesco Aim Advisors, Inc., regarding expense limitations incorporated herein by reference to Post Effective Amendment No. 38, to the Registrant’s Registration Statement on Form N1-A, filed on April 28, 2009. | ||
(mmmmm) | — | Memorandum of Agreement, dated as of July 1, 2008, between Registrant, on behalf of all funds, and Invesco Aim Advisors, Inc., regarding Affiliated Money Market Fund Waiver incorporated herein by reference to Post Effective Amendment No. 36, to the Registrant’s Registration Statement on Form N1-A, filed on August 8, 2008. | ||
(nnnnn) | — | Registrant’s Amended and Restated Multiple Class Plan, effective July 16, 2001, as amended and restated August 18, 2003 incorporated herein by reference to Post Effective Amendment No. 27 to the Registrant’s Registration Statement on Form N-1A, filed on February 13, 2004. | ||
14(a) | — | Consent of Ernst & Young LLP is filed herewith. | ||
14(b) | — | Consent of Deloitte & Touche LLP is filed herewith. | ||
15 | — | Financial Statements — None. | ||
16(a) | — | Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden, Fields, Flanagan, Mathai-Davis, Pennock, Soll, Stickel, and Taylor are filed herewith. |
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(b) | — | Power of Attorney for Mr. Frischling is filed herewith. | ||
(17) | — | Form of Proxy Cards relating to the Special Meeting of Shareholders is filed herewith. |
(1) The undersigned Registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act [17 CRF 203.145C], the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form. |
(2) The undersigned Registrant agrees that every prospectus that is filled under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the 1933 Act, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them. |
(3) The undersigned Registrant undertakes to file an opinion of counsel supporting the tax matters and consequences to shareholders discussed in the prospectus by Post-Effective Amendment. |
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Registrant: AIM VARIABLE INSURANCE FUNDS | ||||
By: | /s/ Philip A. Taylor | |||
Philip A. Taylor, President | ||||
SIGNATURES | TITLE | DATE | ||
/s/ Philip A. Taylor | Trustee & President (Principal Executive Officer) | January 8, 2010 | ||
/s/ Bob R. Baker* | Trustee | January 8, 2010 | ||
/s/ Frank S. Bayley* | Trustee | January 8, 2010 | ||
/s/ James T. Bunch* | Trustee | January 8, 2010 | ||
/s/ Bruce L. Crockett* | Chair & Trustee | January 8, 2010 | ||
/s/ Albert R. Dowden* | Trustee | January 8, 2010 | ||
/s/ Jack M. Fields* | Trustee | January 8, 2010 | ||
/s/ Martin L. Flanagan* | Trustee | January 8, 2010 | ||
/s/ Carl Frischling* | Trustee | January 8, 2010 | ||
/s/ Prema Mathai-Davis* | Trustee | January 8, 2010 | ||
/s/ Lewis F. Pennock* | Trustee | January 8, 2010 | ||
/s/ Larry Soll* | Trustee | January 8, 2010 | ||
/s/ Raymond Stickel, Jr.* | Trustee | January 8, 2010 |
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SIGNATURES | TITLE | DATE | ||
/s/ Sheri Morris | Vice President & Treasurer (Principal Financial and Accounting Officer) | January 8, 2010 | ||
By /s/ Philip A. Taylor | January 8, 2010 |
* | Philip A. Taylor, pursuant to powers of attorney dated December 23 and 28, 2009, filed herewith. |
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Exhibit | ||
Number | Description | |
11 | Opinion and Consent of Stradley Ronon Stevens & Young, LLP as to the legality of the securities being registered | |
14(a) | Consent of Ernst & Young LLP | |
14(b) | Consent of Deloitte & Touche LLP | |
16(a) | Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden, Fields, Flanagan, Mathai-Davis, Pennock, Soll, Stickel and Taylor | |
16(b) | Power of Attorney for Mr. Frischling | |
17 | Form of Proxy Cards |
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