UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------- FORM N-CSR -------- CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES INVESTMENT COMPANY ACT FILE NUMBER 811-9032 STI CLASSIC VARIABLE TRUST (Exact name of registrant as specified in charter) -------- 2 Oliver Street Boston, MA 02109 (Address of principal executive offices) (Zip code) Trusco Capital Management, Inc. 50 Hurt Plaza; Suite 1400 Atlanta, Georgia 30303 (Name and address of agent for service) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 1-800-428-6970 DATE OF FISCAL YEAR END: DECEMBER 31, 2003 DATE OF REPORTING PERIOD: DECEMBER 31, 2003 ITEM 1. REPORTS TO STOCKHOLDERS ANNUAL FINANCIAL REPORT STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 [LOGO OMITTED] STI Classic Variable Trust Dear Valued STI Classic Variable Trust Funds' Shareholder: The financial markets enjoyed a good fourth quarter and an excellent 2003. Stocks, as measured by the S&P 500 Composite Index rose 12.2% on a total return basis in the fourth quarter, 15.1% in the second half, and 28.7% for all of 2003. The increase was more than double the long term average annual gain and was the largest increase since 1997. Bonds also had a positive quarter, as measured by the Lehman Aggregate Bond Index, gaining just over 1% and finished its fourth consecutive up year with a total return of 4.1%. The strong returns, particularly in equities, were welcomed following the prolonged three-year post-bubble bear market. Perhaps the most defining characteristic of the fourth quarter environment was the breadth of growth in the economy. Clearly the antecedents were in place during prior quarters, but businesses remained cautious and defensive for much of the year. In the fourth quarter, however, companies increased inventories, production, capital spending, and at long last, hiring. In short, the downside risks to the current expansion faded significantly. The Federal Reserve kept interest rates at a historically low 1%, and stated that short-term rates could stay low "for a considerable period." Not all of the news was good, however. The federal deficit rose sharply and some estimates project a fiscal year 2004 deficit of over $500 billion. The trade deficit also moved higher putting downward pressure on the dollar. While overall inflation was low, commodity prices and oil moved higher during the quarter. In this environment, stocks moved higher in the fourth quarter led by the small-cap and international categories. In the large-cap domestic market, cyclically sensitive industrials, technology, and consumer discretionary stocks as well as commodity price sensitive stocks such as materials and energy. A theme that continued to play out during the quarter, as it did for all of 2003, was an attraction to the "unattractive." The reduction of downside risks to the economy tended to benefit the stocks of companies in the weakest financial condition. Low rated "C" company stocks vastly outperformed stocks of high rated "A" companies. Stocks of companies with no earnings outperformed companies with earnings, and stocks with no dividends outperformed stocks with dividends. Our equity - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST NET OF FEES PERFORMANCE AS OF DECEMBER 31, 2002 - ---------------------------------------------------------------------------------------------------------------------- THREE MONTHS ONE YEAR - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST CAPITAL APPRECIATION FUND 9.84% 18.45% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST GROWTH AND INCOME FUND 14.03% 26.49% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST INTERNATIONAL EQUITY FUND 17.88% 37.31% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST MID-CAP EQUITY FUND 13.28% 29.72% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST SMALL CAP VALUE EQUITY FUND 16.39% 38.44% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST VALUE INCOME STOCK FUND 12.61% 23.12% - ---------------------------------------------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST INVESTMENT GRADE BOND FUND (0.26)% 3.51% - ---------------------------------------------------------------------------------------------------------------------- <FN> Returns and principal values will fluctuate and shares at redemption may be worth more or less than their original cost. Past performance is not a guarantee of future returns. </FN> 1 selection process seeks quality companies, since time has demonstrated that the "cream" rises to the top of the market. In this sense, 2003 was a frustrating year. However, we continue to believe in our process, because it produces the strongest results for our clients over time. In the fixed-income markets, the stronger economy helped and hurt bonds during the fourth quarter. A strengthening economy usually causes higher inflation and a more restrictive monetary policy; both of which are bad for bonds. Longer term treasury yields moved up reflecting this concern, causing the shape of the yield curve to become steeper. However, the stronger economy reduced the default risk of corporate bonds, particularly in the high yield market. So for the quarter, the Treasury sector of the bond market fell on a total return basis, while the credit and high yield sectors improved. The bottoming out in yields also benefited the mortgage sector, because the volume of new bonds declined and risk of prepayment fell. Looking ahead at 2004, we continue to like stocks and retain an overweight position in balanced accounts, though we acknowledge the risk of a near-term consolidation following the sharp market rally since mid-March. The pace of economic growth we believe will remain healthy; additionally, we believe that interest rates will remain relatively low over the near term, but yields will trend higher as the year progresses. Corporate profits should continue to rise, but we believe that investors will be more focused on quality and sustainability of earnings growth in 2004. Companies with successful, competitive business models and earnings growth, the "cream", we feel will rise to the top of the market. We will stick to our investment discipline which identifies those companies. In fixed-income portfolios, we recommend a neutral duration for portfolios during this time, emphasizing sectors that will improve current yield in this low rate environment, mortgage-backed securities and to a lesser degree corporate bonds. 2003 was a good year for investors, though it was long in coming. I want to take this opportunity to thank you again for your support of the STI Classic Variable Trust Funds. We value our relationship, and will continue to provide the high level of service and support that you need and have come to expect from a trusted financial adviser. Sincerely, /s/ Douglas S. Phillips ----------------------- Douglas S. Phillips, CFA President and Chief Executive Officer Trusco Capital Management 2 CAPITAL APPRECIATION FUND ------------------------- The STI Classic Variable Trust Capital Appreciation Fund (the "Fund") emphasizes large and mid-cap stocks with superior profitability, strong current fundamentals, reasonable valuations, and above-average existing growth dynamics. Securities are selected on a "bottoms-up" bias based on these primary criteria. The Adviser avoids market timing and top-down economic forecasting, believing that remaining invested in growing companies at all times is conducive to enhancement of long term shareholder capital. The Fund returned 18.45% in 2003. The S&P 500 Composite Index returned 28.69%, while the Lipper Large-Cap Core Funds Classification returned 25.59%. Nothing changed in the Fund's investment process last year. Rather, the overall stock market environment clearly favored the more volatile and speculative stocks which are outside the domain of the Fund's investment mission. For example, stocks ranked highest in quality by Standard and Poor's rose 26% on average, while the lowest quality gained 81%. Dividend-paying stocks in the S&P 500 Composite Index rose 19%, while those with no dividends were up 49%. That said, the Fund also was held back by uncharacteristically subpar stock selection, especially in the Financial Services and Information Technology sectors. This in turn was caused by our focus on more stable growth stocks with visible revenue trends, while the market gravitated to less predictable stocks in those sectors. Looking forward, we believe 2004 will be a year of continued favorable prospects for common stocks. Corporate profits are expanding, interest rates and inflation remain in check, and the Federal Reserve should remain a benign influence on the capital markets. That said, equity valuations are less than compelling after a significant recovery from market lows in October, 2002. Thus, we are intensely focused on good stock selection. Our dedication to companies with strong financial positions and robust earnings continues intact, even more so after last year's stampede to the opposite, riskier end of the investment milieu. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Lipper Variable Trust S&P 500 Large-Cap Capital Appreciation Composite Core Funds Fund Index Classification 10/31/95 $10,000 $10,000 $10,000 12/95 $10,632 $10,640 $10,518 12/96 $13,157 $13,084 $12,737 12/97 $17,964 $17,448 $16,296 12/98 $23,168 $22,435 $20,272 12/99 $25,191 $27,155 $24,697 12/00 $25,964 $24,684 $22,892 12/01 $24,578 $21,749 $19,556 12/02 $19,198 $16,943 $14,898 12/03 $22,740 $21,803 $18,712 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 18.45% -4.32% -0.37% 10.56% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 3 GROWTH AND INCOME FUND ---------------------- For the 2003 equity market, the third time proved to be the charm. After good fourth quarters in 2001 and 2002 failed to offset negative overall return years, the 2003 market posted both a robust fourth quarter and a surprisingly good equity year. We entered 2003 considerably more sanguine than the consensus, anticipating returns that we characterized as worthwhile, although, not dramatic. Acknowledging the understatement of that "conservative" forecast, we are extremely gratified to report that the STI Classic Variable Trust Growth and Income Fund (the "Fund") returned 26.49% in 2003. Results did not keep up with the blistering pace set by the S&P 500/BARRA Value Index, which returned 31.79%. The market recovery from the lows reached in early March was impressive and broadbased, although the very best performing stocks tended to be of smaller size, and/or lower financial quality, and/or no current earnings but large expected earnings turnarounds. In contrast, the Fund is oriented toward a diversified group of larger capitalization issues and toward issues with better or improving financial quality. Neither of these attributes worked in our favor versus the benchmark in 2003. However, the Fund's longstanding positioning toward an emphasis on pro-cyclical issues did prove beneficial in the final months of the year, as investors finally began to be convinced that economic thaw had arrived and enthusiastically embraced economically sensitive sectors and stocks. As a result, the Fund closed 2003 on a strong performance note and continues to be well-positioned heading into 2004. Looking ahead, the worldwide economic thaw; an intensifying stream of corporate profits and cash-flows; a tenuous but largely event-free geopolitical picture; historically low interest rates; inflation; and value of the dollar all are key ingredients to the 2004 outlook. Given the dramatic upgrade in the economy, the markets, and investor sentiment, it is hard to envision that conditions can improve materially from current conditions, so in that regard, it appears that the best may be "here" for the equity market. "Here" should not be misconstrued with "over", as a healthy economic backdrop, supportable valuation and the potential for additional upside surprise in corporate profits are likely to carry the market further in the quarters ahead. Also, 2004 is a presidential election year, historically a plus for the stock market. For now, we intend to maintain the Fund's positioning, but we will also be sensitive to valuation and continue to harvest positions that fully achieve our objectives or divert significantly from our thesis for ownership -- business as usual. Finally, after enduring both a grueling multi-year bear market and a surprisingly large rebound year in equities, we want to thank our investors for their perseverance and continued support. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Variable Trust S&P 500/ Growth and Income BARRA Value Fund Index 12/31/99 $10,000 $10,000 12/00 $10,932 $10,608 12/01 $10,323 $ 9,366 12/02 $ 8,198 $ 7,413 12/03 $10,369 $ 9,770 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years Inception to Date -------------------------------------------------------- 26.49% -1.75% 0.91% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 4 INTERNATIONAL EQUITY FUND ------------------------- The STI Classic Variable Trust International Equity Fund (the "Fund") invests primarily in common stocks and other equity securities of foreign issuers that the Adviser believes have strong business fundamentals, such as revenue growth, cash flows and earnings trends. The Adviser uses a "bottom-up" process based on individual company earnings trends and fundamentals to determine the weighting of the Fund's investments in various countries and equity market sectors. The Fund seeks long-term capital appreciation by investing primarily in a diversified portfolio of equity securities of foreign issuers. The Fund returned 17.88% in the fourth quarter and returned 37.31% for 2003 versus the Morgan Stanley MSCI EAFE Index, which returned 17.08% in the fourth quarter and returned 38.59% for 2003. One of the big stories of 2003 was the weakness of the U.S. Dollar, which fell over 20% vs. the Euro. Leadership rotated from Europe to Asia and back to Europe, but all developed markets were up in 2003. From a quarterly perspective, the first quarter markets were down about 8% on continued concerns over global stability. There was SARS, the North Korean Nuclear issue, and the War in Iraq which kept investor risk averse. High beta stocks did poorly, but smaller cap issues were strong. The second quarter showed a quick rush of risk seeking investors into the markets driving a return of 19%. High beta stocks and small caps both were leaders. The third quarter provided returns of 8%, but in a deceiving way. There was a very large spread in performance between the largest stocks and the smallest stocks. The largest 100 stocks were up only 3%, where the smallest 200 were on average up 19%. Beta also had a dramatic spread with the highest beta stocks outperforming by a wide margin. The fourth quarter return for the MSCI EAFE Index included leading large caps but high beta stocks continued some leadership. So 2003 was a year of risk seeking equity market expansion with leadership provided by higher beta, lower quality, smaller cap stocks. We believe 2004 will also provide good equity returns for investors. Leadership may rotate back to larger cap, higher quality, lower beta stocks. Looking back at 2003 the STI Classic Variable Trust International Equity Fund performed well capturing much of the up market even though the market drivers were somewhat perverse. Looking forward to 2004 we believe there will be an environment that will allow continued success of the Fund. We continue to invest in portfolio stocks that characteristically have lower valuations and higher projected growth rates than our benchmark, the Morgan Stanley MSCI EAFE Index. We believe successful results for the Fund will continue to be based on a dedication to indepth fundamental research on companies brought to light via a disciplined quantitative process. Inherent in management of the Fund is a process designed to quickly identify sell candidates where earnings trends are beginning to deteriorate. Our approach should provide the opportunity to participate in long term growth of the international markets via a diversified portfolio. We feel confident that disciplined execution of our process will lead to competitive investment results over time. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Variable Trust Morgan Stanley International Equity MSCI EAFE Fund Index(1) 11/30/96 $10,000 $10,000 12/96 $10,200 $ 9,871 12/97 $11,918 $10,047 12/98 $13,205 $12,056 12/99 $14,368 $15,306 12/00 $13,875 $13,137 12/01 $11,461 $10,321 12/02 $ 9,332 $ 8,676 12/03 $12,813 $12,024 Average Annual Total Returns(2) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 37.31% -2.62% -0.60% 3.49% -------------------------------------------------------- Past performance is no indication of future performance. (1) "Morgan Stanley MSCI EAFE Index" is a registered service mark of Morgan Stanley Capital International which does not sponsor, and is in no way affiliated with, the International Equity Fund. (2) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 5 MID-CAP EQUITY FUND ------------------- The STI Classic Variable Trust Mid-Cap Equity Fund (the "Fund") seeks to provide capital appreciation by investing primarily in a diversified portfolio of small- to mid-sized companies (i.e. companies with market capitalizations of $500 million to $10 billion, or companies in the Russell Mid Cap Index). In selecting investments for the Fund, companies are chosen that offer above average stock appreciation relative to other companies in the same economic sector. Proprietary, sector based models are utilized to rank stocks in each economic sector. These models utilize fundamental stock characteristics such as growth rates and cashflows. Fundamental research is utilized in the creation, maintenance, and enhancement of the sector based models. Risk management is a critical component of the overall investment process. The strategy is diversified with 100 to 140 stocks in the portfolio. Each stock is generally limited to no more than two percent of the portfolio. The portfolio's holdings are managed to reduce tracking error and overall volatility to the Russell Mid Cap Index. In 2003, the Fund returned 29.72%. It was clearly more of a growth year than a value year. The Nasdaq Index returned 50.01%. The Russell Mid Cap Growth Index returned 42.71%. While the Russell Mid Cap Core and Russell Mid Cap Value returned 40.06% and 38.07%, respectively. The investment strategy for the Fund was revised in the second quarter of 2003 under a new portfolio manager. Approximately one third of the underperformance in 2003 occurred prior to the new strategy being implemented. Approximately two thirds of the underperformance in 2003 occurred in the second quarter and beginning of the third quarter, shortly after the transition. Performance improved to the top 38% versus the Lipper Mid Cap Core strategy in Q4, 2003. The new strategy tends to have a bias toward higher quality stocks, as measured by strong and improving cashflow. As many have written, 2003 was a year of low quality, not high quality. For the entire calendar year, S&P high quality A+ stocks returned 21.2% in 2003, while S&P low quality C&D stocks returned 56.0%. This spread was only surpassed during the peak of the Nasdaq bubble in 1999. Coming off the bottom of a bear market, low quality stocks can outperform. In the second year after a bear market, this trend often reverses itself. In the second year after the bear market associated with the recession of the early 1990s, high quality stocks significantly outperformed low quality stocks. A recent report by Prudential Securities showed that companies that had earnings outperformed those without earnings by 23.0%. The highest return on equity quintile of stocks outperformed the lowest ROE quintile of stocks by 24.3%. The Fund has always had bias toward high quality. The bounce off the bottom has already occurred. The Fund is well positioned for a reversion to the mean in terms of rewarding Higher Quality Stocks. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Variable Trust Mid-Cap Equity Russell Mid Cap S&P MidCap Fund Index 400 Index(2) 10/31/95 $10,000 $10,000 $10,000 12/95 $10,226 $10,558 $10,408 12/96 $11,868 $12,564 $12,408 12/97 $14,506 $16,209 $16,408 12/98 $15,545 $17,846 $19,545 12/99 $17,721 $21,099 $22,422 12/00 $17,202 $22,840 $26,348 12/01 $17,670 $21,556 $26,187 12/02 $12,643 $18,068 $22,387 12/03 $16,400 $25,306 $30,362 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 29.72% -1.58% 1.08% 6.30% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. (2) The Fund previously used the S&P MidCap 400 Index as its broad based index. Going forward, the Fund will use the Russell Mid Cap Index as its broad based index because it is better suited to the Fund's strategy. 6 SMALL CAP VALUE EQUITY FUND --------------------------- The STI Classic Variable Trust Small Cap Value Equity Fund (the"Fund") invests in established but smaller companies with market capitalizations under $2 billion. These companies are typically followed by Wall Street and often out of favor for various reasons. The Adviser requires that each security purchased pay a dividend; this is an indication of financial stability of the company and an important component of the total return. Also, the Adviser seeks companies selling the lower one-third of their historical ranges on traditional relevant valuation metrics such as price-to-earnings and price-to-book. 2003 posted some of the largest gains the stock market has ever experienced. The Fund returned 38.44% for the year but it underperformed the Russell 2000 Value Index (a small cap value index that measures the performance of stocks similar to those purchased by the Fund). The Russell 2000 Value Index returned 46.03%, the highest in its 25 year history. The Fund lagged the index but took on considerably less risk as indicated by a 5-yr beta of 0.78. Many of the best performing stocks in the index were unprofitable companies that were able to avoid bankruptcy because of the all time low in interest rates. These companies do not exhibit the financial stability warranted by our investment philosophy. However, they outperformed the market rising over 70% and contributed significantly to the performance of the index. If the index's returns are adjusted for the level of risk taken, the Fund actually outperforms the benchmark for the year. The Fund is by nature a more conservative investment vehicle than the average small cap mutual fund. We also diversify our risk with international holdings, that in a time of a U.S. economic boom, may dampen performance. In turn, however, in years of a U.S. slow down (as we have had in the very recent past) these international holdings provide the Fund considerable cushion. Despite underperformance in a year of high flying stocks, we believe our strict adherence to quality, lower risk companies allows the Fund to outperform in the long run. We continue to be over weighted with investments in many of the economically sensitive sectors such as Industrials and Materials. Financials and Utilities are under-weighted as we do not expect them to perform as well as other sectors as the economy continues to expand. While stock prices certainly don't look cheap and the breadth of opportunities has narrowed from the beginning of 2000, we believe that there are still opportunities to be had. Mutual fund flows should be strong in 2004, and more money is expected to flow into small caps. Historically in the second year following the end of a bear market, high quality, profitable companies outperform their counter parts. This bodes well for our bottoms up, dividend paying investment process which prefers quality, lower risk stocks over high risk companies expected to lose money. We believe the market trend shows signs of changing and will favor the Fund in 2004. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Variable Trust Russell 2000 Small Cap Value Equity Value Fund Index 10/31/97 $10,000 $10,000 12/97 $10,214 $10,453 12/98 $ 8,970 $ 9,779 12/99 $ 8,541 $ 9,633 12/00 $ 9,939 $11,832 12/01 $12,074 $13,492 12/02 $11,929 $11,950 12/03 $16,515 $17,450 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 38.44% 18.44% 12.98% 7.71% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 7 VALUE INCOME STOCK FUND ----------------------- The STI Classic Variable Trust Value Income Stock Fund (the "Fund") seeks to provide current income with capital appreciation by investing primarily in dividend-paying equity securities. The Fund's investment philosophy is based on our belief that dividends are not only an important component of total return, but also a very useful tool that can give us information regarding a company's future earnings potential. The Fund employs a very disciplined and methodical approach to portfolio construction. The bottom-up process has three key factors to consider in all investment decisions: 1) minimum dividend criteria, 2) low historical valuation and 3) a catalyst for improving fundamental momentum which could cause an upward revaluation in the individual security. Our process seeks dividend-paying stocks that are trading at the lower end of their historical valuation ranges. The companies that we then focus on are in the midst of fundamental change that we expect will re-ignite investor interest in the near term. They tend to exhibit "Value" characteristics such as low price-to-earnings ratios, low price-to-sales ratios and generally have higher dividend yields. The Fund returned 23.12% for the twelve month period ended December 31, 2003, underperforming the S&P 500/Barra Value Index that returned 31.79%. The Fund benefited from overweight positions in Materials and Consumer Staples. This was offset by an underweight position in strong performing sectors Financials and Information Technology. Industrial stocks comprise 14.9% of the Fund, compared to the index at 9.2%. The Fund is also overweight Materials, with a 9.5% weighting relative to the 3.6% weighting in the index. Our overweight position in these sectors is based on attractive valuations, strong balance sheets and significant operating leverage to an improving economy. The Fund has a significant weighting in Financials at 27.5% but is substantially underweight the benchmark, which is 36.3%. Our underweight position is based on our concerns that growth will be challenging in a rising interest rate environment unless there is an increase in commercial loan demand. Furthermore, overall valuations in the industry are not attractive. The Fund is also underweight Information Technology with a 3.8% weighting compared to benchmark weighting of 6.4%. The underweight position is due to the few number of companies in this sector that meet our criteria of solid dividends and balance sheets. During 2003, 10-year U.S. Treasuries dropped to a 50 year low. These low interest rates allowed marginal companies to survive, and the "beta play" to be successful. In 2004, with interest rates expected to be stable to rising, the "quality play" should be successful. As it has since its inception, the Fund continues to target quality companies that have well formulated dividend policies, solid balance sheets and proven management teams. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Variable Trust S&P 500/ Lipper Equity Value Income BARRA Value Income Funds Stock Fund Index Classification 10/31/95 $10,000 $10,000 $10,000 12/95 $10,828 $10,816 $10,741 12/96 $12,846 $13,194 $12,595 12/97 $16,292 $17,149 $15,975 12/98 $17,871 $19,667 $17,897 12/99 $17,334 $22,169 $18,690 12/00 $19,142 $23,516 $20,338 12/01 $18,924 $20,763 $19,400 12/02 $15,711 $16,434 $16,353 12.03 $19,343 $21,658 $20,609 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 23.12% 0.35% 1.60% 8.21% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 8 INVESTMENT GRADE BOND FUND -------------------------- The STI Classic Variable Trust Investment Grade Bond Fund ("the Fund") seeks to provide a high level of total return through current income and capital appreciation as is consistent with the preservation of capital primarily through investment in investment grade fixed income securities. Total return includes not only current income but also the changes in value of the assets held by the Fund. For the year ended December 31, 2003, the Fund has a total return of 3.51% versus a return of 4.68% for the Lehman U.S. Government/Credit Index. 2003 began with moderate economic growth and low inflation. During the middle of the year, concerns about deflation pushed interest rates to 40 year lows with the ten year Treasury yield declining to nearly 3%. During the third quarter as fiscal stimulus, monetary stimulus, and mortgage refinancing pushed up economic growth interest rates increased nearly 11/2%. Interest rates finished the year range bound after the substantial volatility seen earlier. The most remarkable aspect of the fixed income markets during the year was that corporate securities had one of the best years ever. Mortgages struggled during the first nine months of the year as the extreme volatility caused them to underperform but came back strong during the fourth quarter and basically matched Treasury returns for the year. The Fund's overweight in Corporate Obligations enhanced performance for the year, but the higher quality of the portfolio limited the benefit somewhat. The Fund's overweight in mortgages and barbell structure (underweighting intermediate maturities) did not produce the benefits expected in 2003 but should add to performance in 2004. As 2004 progresses, expectations are for yields to gradually move up, and the yield curve to flatten. Incremental yield from both mortgages and corporates are expected to benefit the Fund's return for the year. The Fund continues to be managed with only moderate shifts in average maturity and duration. The total return is enhanced with yield curve analysis (monitoring and analyzing the risk/reward trade offs of different maturity sectors), sector rotation, credit analysis, and other low risk strategies. By actively pursuing these strategies, the Fund strives to add total return while reducing risk. [GRAPH OMITTED] [PLOT POINTS FOR EDGAR PURPOSES ARE AS FOLLOWS:] COMPARISON OF CHANGE IN THE VALUE OF A $10,000 INVESTMENT STI Classic Lipper Variable Trust Lehman Intermediate Investment Grade U.S. Government/ Investment-Grade Bond Fund Credit Index Debt Objective 10/31/95 $10,000 $10,000 $10,000 12/95 $10,295 $10,314 $10,284 12/96 $10,531 $10,615 $10,624 12/97 $11,462 $11,649 $11,575 12/98 $12,537 $12,753 $12,471 12/99 $12,328 $12,479 $12,320 12/00 $13,107 $13,956 $13,556 12/01 $14,312 $15,144 $14,597 12/02 $15,372 $16,812 $15,788 12/03 $15,911 $17,599 $16,507 Average Annual Total Returns(1) (periods ended December 31, 2003) -------------------------------------------------------- Annualized One Year 3 Years 5 Years Inception to Date -------------------------------------------------------- 3.51% 6.68% 4.88% 5.89% -------------------------------------------------------- Past performance is no indication of future performance. (1) Earnings from a variable annuity investment compound tax-free until withdrawal, so no adjustments were made for income taxes. 9 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 CAPITAL APPRECIATION FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMON STOCK (97.8%) CAPITAL GOODS (8.8%) 3M 8,800 $ 748 Agilent Technologies* 17,200 503 Danaher 8,400 771 Deere 12,000 781 General Dynamics 6,700 606 L-3 Communications Holdings* 16,500 847 Parker Hannifin 16,900 1,005 ------- 5,261 ------- COMMUNICATION SERVICES (2.0%) COX Communications, Cl A (B)* 17,800 613 Fox Entertainment Group, Cl A* 20,500 598 ------- 1,211 ------- COMPUTER SOFTWARE (2.2%) Fiserv (B)* 15,000 593 Veritas Software* 19,000 706 ------- 1,299 ------- CONSUMER CYCLICALS (17.4%) Bed Bath & Beyond* 22,630 981 Coach* 34,000 1,283 Costco Wholesale* 31,300 1,164 Dollar General 31,800 667 Gap 42,700 991 Home Depot 26,700 948 Lowe's 24,400 1,352 TJX 20,600 454 Wal-Mart Stores 15,000 796 Walgreen 16,000 582 Walt Disney 47,800 1,115 ------- 10,333 ------- CONSUMER STAPLES (6.7%) Avon Products 17,200 1,161 Gillette 24,700 907 Procter & Gamble 7,000 699 Starbucks* 14,200 469 Sysco 19,200 715 ------- 3,951 ------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ ENERGY (7.3%) Anadarko Petroleum 17,800 $ 908 Devon Energy 14,500 830 Exxon Mobil 27,000 1,107 Noble* 12,000 429 Schlumberger 19,000 1,040 ------- 4,314 ------- FINANCE (20.1%) Aflac 28,000 1,013 Allstate 26,100 1,123 AMBAC Financial Group 16,000 1,110 American Express 27,800 1,341 American International Group 17,700 1,173 Bank of America 7,300 587 Citigroup 23,500 1,141 JP Morgan Chase 30,700 1,128 MBNA 39,000 969 Morgan Stanley 11,000 636 State Street 22,000 1,146 Zions Bancorporation 9,300 570 ------- 11,937 ------- HEALTH CARE (14.0%) Allergan 5,000 384 Bausch & Lomb (B) 12,300 639 Biomet 27,000 983 Boston Scientific* 23,500 864 Health Management Associates, Cl A 36,000 864 Johnson & Johnson 19,500 1,007 Pfizer 46,300 1,636 UnitedHealth Group 33,400 1,943 ------- 8,320 ------- SERVICES (3.4%) Cendant* 52,500 1,169 United Parcel Service, Cl B 11,300 843 ------- 2,012 ------- 10 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ TECHNOLOGY (15.9%) Affiliated Computer Services, Cl A (B)* 16,300 $ 888 Amdocs* 25,600 575 Analog Devices* 12,000 548 Apple Computer (B)* 45,000 961 Cisco Systems* 30,000 729 Dell* 32,000 1,087 EMC* 89,000 1,150 Intel 34,000 1,095 Microsoft 63,200 1,740 Oracle* 51,000 673 ------- 9,446 ------- Total Common Stock (Cost $47,181) 58,084 ------- SHORT-TERM INVESTMENT (4.0%) Boston Global Investment Trust -- Enhanced Portfolio (A) 2,349,988 2,350 ------- Total Short-Term Investment (Cost $2,350) 2,350 ------- MONEY MARKET FUNDS (2.5%) Federated Prime Obligation Money Market Fund 760,798 761 Federated Prime Value Money Market Fund 728,049 728 ------- 1,489 ------- Total Money Market Funds (Cost $1,489) 1,489 ------- Total Investments (104.3%) (Cost $51,020) 61,923 ------- - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ OTHER ASSETS AND LIABILITIES (-4.3%) Payable upon Return of Securities Loaned $(2,350) Investment Advisory Fees Payable (42) Administration Fees Payable (5) Custodian Fees Payable (2) Other Assets and Liabilities, Net (157) ------- Total Other Assets and Liabilities (2,556) ------- NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 3,852,900 outstanding shares of beneficial interest 55,363 Accumulated net realized loss on investments (6,899) Net unrealized appreciation on investments 10,903 ------- Total Net Assets (100.0%) $59,367 ======= Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $15.41 ====== * NON-INCOME PRODUCING SECURITY CL -- CLASS (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $2,298,910. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 11 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 GROWTH AND INCOME FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMON STOCK (96.7%) BASIC MATERIALS (3.0%) E.I. du Pont de Nemours 2,500 $ 115 International Paper 2,000 86 Praxair 2,000 76 ------ 277 ------ CAPITAL GOODS (10.7%) Boeing 800 34 Cooper Industries, Cl A 2,500 145 Emerson Electric 2,000 129 General Electric 5,000 155 Honeywell International 5,000 167 Illinois Tool Works 1,500 126 Precision Castparts 1,100 50 Rockwell Automation 3,000 107 United Technologies 800 76 ------ 989 ------ COMMUNICATION SERVICES (6.3%) Alltel 3,000 140 AT&T 5,000 102 SBC Communications 3,000 78 Verizon Communications 6,000 210 Vodafone Group ADR 2,000 50 ------ 580 ------ CONSUMER CYCLICALS (10.0%) Brunswick 2,106 67 Gannett 1,000 89 Johnson Controls 600 70 Jones Apparel Group 3,000 106 Kohl's* 3,500 157 Lowe's 1,000 55 May Department Stores 5,000 145 Target 3,000 115 Walt Disney 5,000 117 ------ 921 ------ CONSUMER STAPLES (5.0%) Gillette 2,000 73 HJ Heinz 3,000 109 - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ CONSUMER STAPLES -- CONTINUED Kimberly-Clark 1,500 $ 89 PepsiCo 1,000 47 Procter & Gamble 500 50 Sara Lee 2,500 54 Sysco 1,000 37 ------ 459 ------ ENERGY (9.5%) Burlington Resources 2,000 111 ChevronTexaco 1,500 129 ConocoPhillips 2,500 164 Exxon Mobil 6,000 246 Schlumberger 2,500 137 XTO Energy 3,000 85 ------ 872 ------ FINANCE (21.6%) American International Group 2,000 133 Bank of America 2,000 161 Berkshire Hathaway, Cl B* 60 169 Cincinnati Financial 2,000 84 Citigroup 3,000 146 Comerica (B) 2,000 112 Fannie Mae 500 37 Fifth Third Bancorp 1,000 59 Goldman Sachs Group 1,000 99 Jefferson-Pilot 2,500 127 MGIC Investment (B) 1,500 85 Morgan Stanley 1,500 87 PNC Financial Services Group 3,000 164 Prudential Financial 5,000 209 US Bancorp 7,500 223 Wells Fargo 1,600 94 ------ 1,989 ------ HEALTH CARE (10.2%) Abbott Laboratories 2,000 93 Barr Pharmaceuticals* 1,200 92 Bristol-Myers Squibb 5,000 143 C.R. Bard 2,000 163 Express Scripts* 1,000 66 12 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ HEALTH CARE -- CONTINUED Johnson & Johnson 2,000 $ 103 Merck 1,000 46 Oxford Health Plans (B)* 3,000 131 Pfizer 3,000 106 ------ 943 ------ SERVICES (1.5%) Cendant* 6,000 134 ------ TECHNOLOGY (11.9%) Computer Sciences* 3,000 133 DST Systems* 1,000 42 First Data 3,500 144 Hewlett-Packard 5,000 115 Intel 2,500 80 International Business Machines 600 55 Microsoft 5,000 138 Nokia ADR 5,000 85 Storage Technology* 4,000 103 Sungard Data Systems* 4,000 111 Texas Instruments 3,000 88 ------ 1,094 ------ TRANSPORTATION (2.8%) Norfolk Southern 5,000 118 Ryder System 4,000 137 ------ 255 ------ UTILITIES (4.2%) American Electric Power 6,500 198 Exelon 2,000 133 Questar 1,500 53 ------ 384 ------ Total Common Stock (Cost $7,665) 8,897 ------ MONEY MARKET FUND (2.9%) Federated Prime Value Money Market Fund 270,563 271 ------ Total Money Market Fund (Cost $271) 271 ------ - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ SHORT-TERM INVESTMENT (2.7%) Boston Global Investment Trust -- Enhanced Portfolio (A) 242,996 $ 243 ------ Total Short-Term Investment (Cost $243) 243 ------ Total Investments (102.3%) (Cost $8,179) 9,411 ------ OTHER ASSETS AND LIABILITIES (-2.3%) Payable upon Return of Securities Loaned (243) Administration Fees Payable (5) Investment Advisory Fees Payable (1) Other Assets and Liabilities, Net 36 ------ Total Other Assets and Liabilities (213) ------ NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 911,094 outstanding shares of beneficial interest 8,846 Accumulated net realized loss on investments (880) Net unrealized appreciation on investments 1,232 ------ Total Net Assets (100.0%) $9,198 ====== Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $10.10 ====== * NON-INCOME PRODUCING SECURITY ADR -- AMERICAN DEPOSITARY RECEIPT CL -- CLASS (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $236,548. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 13 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 INTERNATIONAL EQUITY FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ FOREIGN COMMON STOCK (97.6%) AUSTRALIA (4.7%) Australia & New Zealand Banking Group 3,110 $ 41 Billabong International 5,700 31 BlueScope Steel 8,300 35 Boral 8,527 32 News Corp 2,797 25 Orica 1,539 16 Origin Energy 5,300 19 Publishing & Broadcasting 2,600 25 Qantas Airways 11,900 30 QBE Insurance Group (B) 4,700 38 Telstra 6,400 23 West Australian Newspapers 2,800 14 ------- 329 ------- BELGIUM (0.7%) Delhaize Group 300 15 Fortis 1,537 31 ------- 46 ------- DENMARK (0.8%) Danske Bank 2,200 52 ------- FINLAND (1.3%) Nokia 3,825 66 Tietoenator 780 21 ------- 87 ------- FRANCE (9.6%) Alcatel* 2,600 34 Aventis 802 53 AXA 1,300 28 BNP Paribas 1,478 93 Compagnie de Saint-Gobain 700 34 Dassault Systemes 268 12 France Telecom* 1,300 37 Lafarge 243 22 Pernod-Ricard 250 28 Peugeot 655 33 - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ FRANCE -- CONTINUED Societe Generale 490 $ 43 Suez 1,538 31 Technip 70 8 Thomson 1,038 22 Total 635 118 Vinci 300 25 Vivendi Universal* 1,700 41 ------- 662 ------- GERMANY (7.8%) Allianz 488 62 BASF 977 55 Bayer 700 20 Bayerische Motoren Werke 453 21 Deutsche Bank 756 63 Deutsche Post 1,600 33 Deutsche Telekom* 3,182 58 E.ON 400 26 Infineon Technologies* 600 8 Metro 500 22 Muenchener Rueckversicherungs 107 13 SAP 252 42 Schering 267 14 Siemens 1,056 85 Volkswagen 300 17 ------- 539 ------- HONG KONG (1.6%) Bank of East Asia 5,800 18 Cathay Pacific Airways 7,000 13 Cheung Kong Holdings 2,000 16 CLP Holdings 2,700 13 Esprit Holdings 8,500 28 Hutchison Whampoa 2,447 18 Sino Land 12,000 7 ------- 113 ------- 14 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ IRELAND (1.3%) Anglo Irish Bank 2,667 $ 42 Bank of Ireland 3,400 46 ------- 88 ------- ITALY (3.2%) Banca Intesa 8,119 32 ENI-Ente Nazionale Idrocarburi 3,348 63 Mediaset 4,100 49 Saipem 1,253 10 Telecom Italia* 12,644 38 UniCredito Italiano 5,803 31 ------- 223 ------- JAPAN (20.2%) Advantest 100 8 Alps Electric 1,000 15 Asahi Breweries 4,300 39 Asahi Glass 3,000 25 Canon 700 33 Chugoku Electric Power 1,400 24 Daiwa House Industry 1,000 11 Denso 600 12 East Japan Railway 4 19 Eisai 1,200 32 Fast Retailing 500 30 Fujitsu* 2,000 12 Hitachi 4,000 24 Honda Motor 1,002 44 JFE Holdings 900 25 JGC 1,000 10 Kddi 3 17 Kirin Brewery 2,000 17 Komatsu 3,000 19 Kyushu Electric Power 700 12 Marubeni 10,000 19 Matsushita Electric Industrial 2,000 28 Mitsubishi 3,000 32 Mitsubishi Tokyo Financial Group 5 39 - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ JAPAN -- CONTINUED Mitsui 1,812 $ 15 Mitsui Fudosan 3,000 27 Mitsui OSK Lines 6,000 29 Mitsui Sumitomo Insurance 3,000 25 NEC 1,000 7 Nippon Express 3,000 14 Nippon Steel 11,000 24 Nippon Telegraph & Telephone 11 53 Nissan Motor 2,900 33 Nitto Denko 700 37 Nomura Holdings 2,000 34 NTT DoCoMo 11 25 Oki Electric Industry* 2,000 8 Olympus 1,000 22 Onward Kashiyama 1,000 12 ORIX 100 8 Pioneer 1,000 28 Ricoh 2,400 47 Sanyo Electric 2,000 10 Seiko Epson Corp 700 33 Sekisui House 2,000 21 Sharp 2,000 32 Shin-Etsu Chemical 400 16 Showa Shell Sekiyu 800 6 Sony 500 17 Sumitomo 2,000 15 Sumitomo Chemical 4,000 16 Sumitomo Mitsui Financial Group* 10 53 Takeda Chemical Industries 400 16 Tokyo Electric Power 1,300 28 Tokyo Gas 2,000 7 Toyota Motor 2,713 92 UFJ Holdings* 2 10 Yamaha 1,100 22 Yamanouchi Pharmaceutical 400 12 ------- 1,400 ------- 15 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 INTERNATIONAL EQUITY FUND--CONTINUED - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ NETHERLANDS (4.9%) ABN AMRO Holding 2,998 $ 70 Akzo Nobel 943 36 ING Groep 2,513 59 Koninklijke Philips Electronics 1,796 52 Royal Dutch Petroleum 1,090 58 Royal KPN* 3,900 30 Unilever 284 19 United Services Group 751 17 ------- 341 ------- NEW ZEALAND (0.6%) Fletcher Building 14,131 39 ------- NORWAY (0.5%) Telenor ASA 5,200 34 ------- SINGAPORE (0.8%) DBS Group Holdings 2,000 17 Fraser & Neave 1,500 11 Jardine Cycle & Carriage 80 -- SembCorp Industries 12,000 9 Singapore Airlines 1,000 7 Singapore Telecommunications 11,000 13 ------- 57 ------- SPAIN (5.0%) Acciona 200 12 Altadis 1,010 29 Banco Santander Central Hispano 6,590 78 Endesa (B) 2,600 50 Gamesa Corp Tecnologica 600 20 Repsol 1,700 33 Sociedad General de Aguas de Barcelona, Cl A 1,425 21 Telefonica 6,207 91 Union Fenosa 733 14 ------- 348 ------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ SWEDEN (2.5%) Autoliv 991 $ 38 Electrolux, Cl B 1,700 37 Sandvik 1,133 39 Svenska Handelsbanken, Cl A 1,200 25 Telefonaktiebolaget LM Ericsson, Cl B* 19,800 35 ------- 174 ------- SWITZERLAND (7.7%) Credit Suisse Group 2,143 78 Nestle 380 95 Novartis 3,283 149 Roche Holding 450 45 STMicroelectronics 595 16 UBS 1,268 87 Zurich Financial Services* 413 60 ------- 530 ------- UNITED KINGDOM (24.4%) AstraZeneca 1,157 56 Aviva 5,300 47 Balfour Beatty 7,738 30 Barclays 8,500 76 BP 21,215 172 British American Tobacco 3,505 48 BT Group 8,530 29 Burberry Group 4,300 28 Centrica 12,000 45 Diageo 1,300 17 Emap 2,900 44 Galen Holdings 1,000 13 GlaxoSmithKline 6,612 152 HBOS 6,600 85 HSBC Holdings 10,239 161 Kidde 20,397 39 mmO2* 24,800 34 Next 1,900 38 16 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ UNITED KINGDOM -- CONTINUED Royal Bank of Scotland Group 3,102 $ 91 Sage Group 5,400 17 Shell Transport & Trading 9,077 68 Shire Pharmaceuticals* 2,000 19 Tesco 13,567 63 Vodafone Group 70,218 174 Whitbread 2,000 26 William Hill 5,149 39 Wimpey George 8,696 58 WPP Group 2,100 21 ------- 1,690 ------- Total Foreign Common Stock (Cost $5,288) 6,752 ------- SHORT-TERM INVESTMENT (1.2%) Boston Global Investment Trust -- Enhanced Portfolio (A) 84,070 84 ------- Total Short-Term Investment (Cost $84) 84 ------- Total Investments (98.8%) (Cost $5,372) 6,836 ------- OTHER ASSETS AND LIABILITIES (1.2%) Payable upon Return of Securities Loaned (84) Receivable from Investment Adviser 2 Administration Fees Payable (6) Other Assets and Liabilities, Net 172 ------- Total Other Assets and Liabilities 84 ------- - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 733,703 outstanding shares of beneficial interest $ 9,052 Undistributed net investment income 95 Accumulated net realized loss on investments (3,694) Net unrealized appreciation on investments 1,464 Net unrealized appreciation on forward foreign currency contracts, foreign currencies and translation of other assets and liabilities denominated in foreign currencies 3 ------- Total Net Assets (100.0%) $ 6,920 ======= Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $9.43 ===== * NON-INCOME PRODUCING SECURITY CL -- CLASS (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $79,537. 17 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 INTERNATIONAL EQUITY FUND--CONCLUDED At December 31, 2003, sector diversification of the Fund was as follows (unaudited): % OF VALUE SECTOR DIVERSIFICATION NET ASSETS (000) - ---------------------- ---------- ------- FOREIGN COMMON STOCK Banks 12.6% $874 Drugs 4.9 341 Energy 4.9 340 Government Agencies 4.4 302 Financial Services 4.3 294 Building & Construction 4.2 292 Food, Beverage & Tobacco 4.2 291 Telephones & Telecommunications 4.2 289 Automotive 3.5 241 Communication Services 3.4 243 Aerospace & Defense 3.4 235 Insurance 3.1 216 Chemicals 3.0 208 Electrical Services 2.9 202 Metals & Mining 2.5 174 Apparel/Textiles 2.3 157 Machinery 1.9 134 Retail 1.9 134 Computer Software 1.9 133 Semiconductors 1.9 132 Commercial Banks 1.9 129 Services 1.8 125 Utilities 1.7 118 Real Estate 1.5 103 Wholesale 1.5 103 Office Furniture & Fixtures 1.2 80 Concrete & Mineral Products 1.0 73 Glass Products 0.9 59 % OF VALUE SECTOR DIVERSIFICATION NET ASSETS (000) - ---------------------- ---------- ------- FOREIGN COMMON STOCK -- CONTINUED Household Products 0.8% $ 54 Gas/Natural Gas 0.8 52 Broadcasting 0.7 49 Steel & Steel Works 0.7 49 Mortgage Bankers & Brokers 0.7 46 Printing & Publishing 0.6 44 Investment Bankers/Broker Dealers 0.6 40 Entertainment 0.6 39 Lumber & Wood Products 0.6 39 Miscellaneous Manufacturing 0.6 39 Autoparts 0.6 38 Photographic Equipment & Supplies 0.5 33 Electric Products 0.4 30 Telephone 0.4 30 Marine Transportation 0.4 30 Beauty Products 0.4 28 Medical & Medical Products 0.3 22 Transportation 0.3 21 Railroads 0.3 19 Rubber & Plastic 0.2 16 Specialty Construction 0.2 12 ------- ------ TOTAL FOREIGN COMMON STOCK 97.6 6,752 SHORT-TERM INVESTMENT 1.2 84 ------- ------ TOTAL INVESTMENTS 98.8 6,836 TOTAL OTHER ASSETS AND LIABILITIES 1.2 84 ------- ------ TOTAL NET ASSETS 100.0% $6,920 ======= ====== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 18 - -------------------------------------------------------------------------------- MID-CAP EQUITY FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMON STOCK (95.3%) BASIC MATERIALS (2.4%) Lennar, Cl A 1,500 $ 144 Lubrizol 3,820 124 NVR* 240 112 ------- 380 ------- CAPITAL GOODS (8.0%) Acuity Brands 1,963 51 Advance Auto Parts* 800 65 BorgWarner 1,300 111 Eaton 1,410 152 Freeport-McMoRan Copper & Gold, Cl B 1,590 67 Harsco 3,820 167 Hubbell, Cl B 3,470 153 Lear 1,670 102 Rockwell Collins 7,690 231 Textron 3,380 193 ------- 1,292 ------- COMMUNICATION SERVICES (1.4%) Avaya* 8,620 112 Harris 2,850 108 ------- 220 ------- COMPUTER SOFTWARE (2.2%) Quest Software* 3,600 51 Siebel Systems* 6,730 93 Storage Technology* 2,410 62 Veritas Software* 4,030 150 ------- 356 ------- CONSUMER CYCLICALS (13.6%) Albertson's (B) 2,400 54 Big 5 Sporting Goods* 3,500 73 Coach* 2,000 76 Dollar General 5,400 113 Ferro 5,720 156 Fortune Brands 1,200 86 Hasbro 4,320 92 - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ CONSUMER CYCLICALS -- CONTINUED Marvel Enterprises* 550 $ 16 May Department Stores 7,600 221 Neiman-Marcus Group, Cl A* 800 43 New York Times, Cl A 2,060 98 Park Place Entertainment* 5,890 64 Potlatch 7,720 268 RadioShack 2,410 74 Reader's Digest Association 4,890 72 Rent-A-Center* 2,720 81 Scholastic* 3,500 119 SCP Pool* 3,960 129 Sears Roebuck 1,700 77 Staples* 3,800 104 Xerox (B)* 6,660 92 Zale* 1,760 94 ------- 2,202 ------- CONSUMER STAPLES (4.1%) Archer-Daniels-Midland 2,090 32 Clorox 1,910 93 HJ Heinz 5,380 196 RJ Reynolds Tobacco Holdings 1,550 90 Starbucks* 4,600 152 UST 3,000 107 ------- 670 ------- EDUCATIONAL SERVICES (0.2%) Universal Technical Institute* 1,150 34 ------- ENERGY (4.9%) Amerada Hess 3,660 194 Ashland 5,900 260 Marathon Oil 7,760 257 Tidewater 2,710 81 ------- 792 ------- FINANCE (20.5%) Ameritrade Holding* 5,960 84 AmSouth Bancorp 2,110 52 19 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 MID-CAP EQUITY FUND--CONTINUED - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ FINANCE -- CONTINUED Annaly Mortgage Management REIT (B) 7,120 $ 131 AON 2,810 67 Archstone-Smith Trust REIT 1,920 54 Bear Stearns 560 45 Brandywine Realty Trust REIT 2,700 72 Charter One Financial 1,340 46 Colonial Properties Trust REIT 4,580 181 Comerica 4,730 265 Commerce Bancshares 2,940 144 Countrywide Financial 990 75 E*Trade Financial* 6,590 83 Equity Office Properties Trust REIT 5,880 168 Equity Residential REIT 2,720 80 First Industrial Realty Trust REIT (B) 6,770 229 Jefferies Group 2,900 96 Legg Mason 800 62 Lexington Corporate Properties Trust REIT 3,200 65 Lincoln National 4,960 200 Northern Trust 3,530 164 PMI Group (B) 3,270 122 St. Paul 3,570 142 State Street 3,210 167 UnionBanCal 1,800 104 Unitrin 3,580 148 UnumProvident 1,520 24 Webster Financial 5,440 249 ------- 3,319 ------- HEALTH CARE (9.9%) American Healthways* 2,160 51 Coventry Health Care* 1,220 79 Dade Behring Holdings* 1,480 53 DaVita* 2,100 82 Eon Labs* 1,500 76 Humana* 5,280 121 - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ HEALTH CARE -- CONTINUED IMS Health 3,900 $ 97 Invitrogen (B)* 1,700 119 IVAX* 3,370 80 Laboratory Corp of America Holdings* 2,680 99 Pacificare Health Systems* 760 51 Select Medical 5,880 96 Therasense (B)* 2,890 59 Valeant Pharmaceuticals International 6,350 160 Varian Medical Systems* 2,590 179 WellChoice* 1,470 51 Zimmer Holdings* 2,100 148 ------- 1,601 ------- SEMICONDUCTORS (5.4%) Altera* 3,715 84 Amkor Technology* 2,100 38 Arrow Electronics* 5,880 136 Intersil, Cl A 5,790 144 LSI Logic* 7,720 68 Molex (B) 3,110 109 National Semiconductor* 2,400 95 Sanmina-SCI* 13,030 164 Tessera Technologies* 2,100 40 ------- 878 ------- SERVICES (5.6%) Convergys* 2,580 45 Deluxe 2,930 121 Getty Images* 1,830 92 H&R Block 3,020 167 International Game Technology 2,700 97 Iron Mountain (B)* 1,000 40 National Processing* 4,800 113 Netflix* 2,310 126 ServiceMaster 9,460 110 ------- 911 ------- 20 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ TECHNOLOGY (9.1%) Apple Computer* 1,530 $ 33 Avnet* 5,500 119 BMC Software* 3,040 57 Computer Associates International 3,260 89 Electronic Arts* 2,000 96 Electronic Data Systems 2,750 67 Intuit* 3,320 176 Lam Research* 3,600 116 Lexmark International* 640 50 Monsanto 3,920 113 Network Associates* 1,830 28 Novellus Systems* 4,050 170 Pitney Bowes 6,080 247 Sungard Data Systems* 2,200 61 Symantec* 1,540 53 ------- 1,475 ------- TRANSPORTATION (1.4%) Burlington Northern Santa Fe 3,700 120 Florida East Coast Industries 660 22 Quality Distribution* 4,200 82 ------- 224 ------- UTILITIES (6.6%) Citizens Communications* 14,810 184 Edison International 4,530 99 GrafTech International Ltd.* 10,200 138 Great Plains Energy 3,960 126 OGE Energy 12,420 301 PG&E* 2,700 75 Williams 3,060 30 WPS Resources 200 9 Xcel Energy 6,120 104 ------- 1,066 ------- Total Common Stock (Cost $12,709) 15,420 ------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ PREFERRED CONVERTIBLE STOCK (0.1%) UnumProvident (C) 670 $ 22 ------- Total Preferred Convertible Stock (Cost $21) 22 ------- EXCHANGE TRADED FUND (2.1%) Midcap SPDR Trust, Ser 1 3,160 333 ------- Total Exchange Traded Fund (Cost $302) 333 ------- SHORT-TERM INVESTMENT (4.6%) Boston Global Investment Trust -- Enhanced Portfolio (A) 751,250 751 ------- Total Short-Term Investment (Cost $751) 751 ------- MONEY MARKET FUNDS (2.6%) Federated Prime Obligation Money Market Fund 259,554 260 Federated Prime Value Money Market Fund 164,708 165 ------- Total Money Market Funds (Cost $425) 425 ------- Total Investments (104.7%) (Cost $14,208) 16,951 ------- OTHER ASSETS AND LIABILITIES (-4.7%) Payable upon Return of Securities Loaned (751) Investment Advisory Fees Payable (7) Administration Fees Payable (5) Custodian Fees Payable (1) Other Assets and Liabilities, Net (5) ------- Total Other Assets and Liabilities (769) ------- 21 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 MID-CAP EQUITY FUND--CONCLUDED - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 1,581,293 outstanding shares of beneficial interest $17,537 Accumulated net realized loss on investments (4,098) Net unrealized appreciation on investments 2,743 ------- Total Net Assets (100.0%) $16,182 ======= Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $10.23 ====== * NON-INCOME PRODUCING SECURITY CL -- CLASS LTD. -- LIMITED REIT -- REAL ESTATE INVESTMENT TRUST SER -- SERIES SPDR -- STANDARD & POOR'S DEPOSITARY RECEIPT (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $728,380. (C) SECURITY SOLD WITHIN TERMS OF A PRIVATE PLACEMENT MEMORANDUM, EXEMPT FROM REGISTRATION UNDER SECTION 144A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY BE SOLD ONLY TO DEALERS IN THAT PROGRAM OR OTHER "ACCREDITED INVESTORS." THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 22 - -------------------------------------------------------------------------------- SMALL CAP VALUE EQUITY FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMON STOCK (98.1%) BASIC MATERIALS (8.3%) Carpenter Technology 5,200 $ 154 Cia Siderurgica Nacional ADR 1,800 96 Lubrizol 5,000 163 Olin 8,400 168 Sappi ADR 13,300 182 Soc Quimica y Minera de Chile ADR 2,200 91 Texas Industries 9,100 337 United States Steel 8,000 280 Valspar 3,800 188 Wellman 3,800 39 ------- 1,698 ------- CAPITAL GOODS (17.6%) Baldor Electric 8,100 185 BHA Group Holdings 1,900 48 BorgWarner 3,800 323 Briggs & Stratton (B) 2,400 162 Cummins (B) 2,700 132 Edelbrock 330 4 Empresa Brasileira de Aeronautica ADR (B) 15,713 551 Goodrich 5,500 163 HON Industries 5,200 225 Lennox International 8,014 134 LSI Industries 15,062 203 Makita ADR 20,000 199 Oshkosh Truck 4,800 245 Quixote 9,000 220 Robbins & Myers 8,100 154 Roper Industries 2,300 113 Snap-On 4,500 145 Stewart & Stevenson Services 7,700 108 Tecumseh Products, Cl A 2,400 116 Tenaris ADR 2,652 89 York International 2,000 74 ------- 3,593 ------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMUNICATION SERVICES (3.9%) Harris 21,077 $ 800 ------- CONSUMER CYCLICALS (20.1%) Bassett Furniture Industries 6,400 106 Benetton Group ADR 7,000 161 Blyth 4,700 151 CBRL Group 7,000 268 Circuit City Stores 39,400 399 Ethan Allen Interiors 6,700 281 Fairmont Hotels & Resorts 7,200 195 Federal Signal 6,100 107 Harman International Industries 1,772 131 Intrawest (B) 12,900 238 John H. Harland (B) 6,800 186 John Wiley & Sons, Cl A 6,300 164 Libbey 4,400 125 Media General, Cl A 3,600 234 Movado Group 4,200 119 Natuzzi ADR 8,400 85 Nautilus Group (B) 17,100 240 Phillips-Van Heusen 10,100 179 Pier 1 Imports 9,000 197 Sturm Ruger (B) 5,500 63 Winnebago Industries (B) 6,700 461 ------- 4,090 ------- CONSUMER STAPLES (6.9%) Adolph Coors, Cl B 4,400 247 Church & Dwight 8,800 348 Dial 8,200 233 Ingles Markets, Cl A 7,400 76 Interstate Bakeries 4,600 65 JM Smucker 6,175 280 Sensient Technologies 7,920 157 ------- 1,406 ------- ENERGY (3.4%) Arch Coal 5,900 184 ENSCO International 3,700 100 23 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 SMALL CAP VALUE EQUITY FUND--CONCLUDED - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ ENERGY -- CONTINUED Noble Energy 2,200 $ 98 Peabody Energy 7,200 300 ------- 682 ------- FINANCE (12.5%) American Financial Group 6,200 164 Banner 3,500 88 City National 3,300 205 Colonial BancGroup 11,700 203 FNB 4,509 160 Glacier Bancorp 4,591 149 HCC Insurance Holdings 7,800 248 Horizon Financial 7,256 127 Hub International 13,400 225 PXRE Group 5,300 125 Scottish Annuity & Life Holdings 5,400 112 Seacoast Banking Corp of Florida 6,710 116 Stancorp Financial Group 2,400 151 Washington Federal (B) 5,261 149 West Coast Bancorp (B) 7,076 151 Wilmington Trust 4,800 173 ------- 2,546 ------- HEALTH CARE (1.7%) Alpharma, Cl A 6,254 126 Cambrex 8,900 225 ------- 351 ------- SERVICES (7.5%) ABM Industries 10,300 179 Brink's 25,400 574 Hollinger International 11,300 177 Reynolds & Reynolds, Cl A 15,500 450 Roto-Rooter 2,600 120 Standard Register 2,000 34 ------- 1,534 ------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ TECHNOLOGY (8.9%) Autodesk 30,300 $ 745 C&D Technologies 8,300 159 Fair Isaac (B) 3,600 177 Helix Technology 10,300 212 Keithley Instruments 7,700 141 Premier Farnell ADR 23,700 194 Symbol Technologies 10,800 182 ------- 1,810 ------- TRANSPORTATION (5.3%) Canadian Pacific Railway (B) 2,900 82 CHC Helicopter, Cl A (B) 11,800 299 CP Ships (B) 19,400 403 KLM Royal Dutch Air 13,800 224 USF 2,200 75 ------- 1,083 ------- UTILITIES (2.0%) Allete 9,246 283 Puget Energy 5,100 121 ------- 404 ------- Total Common Stock (Cost $13,983) 19,997 ------- SHORT-TERM INVESTMENT (11.8%) Boston Global Investment Trust -- Enhanced Portfolio (A) 2,408,209 2,408 ------- Total Short-Term Investment (Cost $2,408) 2,408 ------- MONEY MARKET FUND (2.0%) Federated Prime Value Money Market Fund 404,583 405 ------- Total Money Market Fund (Cost $405) 405 ------- Total Investments (111.9%) (Cost $16,796) 22,810 ------- 24 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ OTHER ASSETS AND LIABILITIES (-11.9%) Payable upon Return of Securities Loaned $(2,408) Investment Advisory Fees Payable (10) Administration Fees Payable (5) Custodian Fees Payable (1) Other Assets and Liabilities, Net (5) ------- Total Other Assets and Liabilities (2,429) ------- NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 1,377,420 outstanding shares of beneficial interest 14,830 Accumulated net realized loss on investments (463) Net unrealized appreciation on investments 6,014 ------- Total Net Assets (100.0%) $20,381 ======= Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $14.80 ====== ADR -- AMERICAN DEPOSITARY RECEIPT CL -- CLASS (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $2,331,929. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 25 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 VALUE INCOME STOCK FUND - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ COMMON STOCK (94.4%) BASIC MATERIALS (8.9%) Alcoa 13,000 $ 494 Bemis 4,800 240 E.I. du Pont de Nemours 16,500 757 International Flavors & Fragrances 9,600 335 International Paper 17,500 755 Nucor 4,300 241 PPG Industries 7,700 493 Rohm & Haas 11,300 483 Vulcan Materials 5,600 266 -------- 4,064 -------- CAPITAL GOODS (12.2%) Boeing 6,300 266 Dover 11,400 453 Emerson Electric 11,100 719 General Electric 23,000 713 Honeywell International 22,000 735 Lockheed Martin 9,500 488 Pall 8,800 236 Parker Hannifin 8,700 518 Rockwell Collins 8,100 243 Sonoco Products 10,200 251 Teleflex 7,500 363 W.W. Grainger 11,700 554 -------- 5,539 -------- COMMUNICATION SERVICES (7.5%) Alltel 14,700 685 BellSouth 27,700 784 Harris 11,500 436 SBC Communications 30,500 795 Verizon Communications 20,790 729 -------- 3,429 -------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ CONSUMER CYCLICALS (13.0%) Colgate-Palmolive 12,300 $ 616 Gannett 7,100 633 Genuine Parts 12,200 405 Leggett & Platt (B) 21,600 467 Limited Brands 35,200 635 Masco 16,200 444 Mattel 23,000 443 May Department Stores (B) 15,600 454 McGraw-Hill 8,100 566 Newell Rubbermaid 9,500 216 VF 13,100 566 Walt Disney 18,900 441 -------- 5,886 -------- CONSUMER STAPLES (5.2%) Clorox 10,000 486 HJ Heinz 14,300 521 Kimberly-Clark 12,000 709 Kraft Foods, Cl A 7,000 225 PepsiCo 9,200 429 -------- 2,370 -------- ENERGY (7.6%) Baker Hughes Incorporated 7,100 228 BP ADR 15,300 755 Exxon Mobil 24,100 988 GlobalSantaFe 20,100 499 Schlumberger 8,600 471 Tidewater (B) 16,900 505 -------- 3,446 -------- FINANCE (26.0%) Allstate 10,800 465 American Express 9,300 448 American International Group 10,305 683 Bank of America 11,500 925 Bank of New York 15,800 523 26 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ FINANCE -- CONTINUED Bank One 15,600 $ 711 Citigroup 18,700 908 Comerica (B) 12,800 717 Hartford Financial Services Group 8,300 490 Keycorp 24,900 730 Lehman Brothers Holdings 10,000 772 Merrill Lynch 11,100 651 Nationwide Financial Services, Cl A 14,300 473 Safeco 19,500 759 Travelers Property Casualty, Cl A 26,800 450 US Bancorp 23,100 688 Wachovia 14,400 671 Wells Fargo 12,600 742 -------- 11,806 -------- HEALTH CARE (6.4%) Abbott Laboratories 21,100 983 Becton Dickinson 12,100 498 Johnson & Johnson 15,000 775 Wyeth 15,900 675 -------- 2,931 -------- TECHNOLOGY (5.1%) Automatic Data Processing 8,600 341 Hewlett-Packard 21,100 485 Koninklijke Philips Electronics 15,300 445 Motorola 33,900 477 Pitney Bowes 13,700 556 -------- 2,304 -------- TRANSPORTATION (1.0%) Norfolk Southern 20,100 475 -------- - ------------------------------------------------------------ SHARES VALUE (000) - ------------------------------------------------------------ UTILITIES (1.5%) FPL Group (B) 3,400 $ 222 Progress Energy (B) 10,200 462 -------- 684 -------- Total Common Stock (Cost $36,209) 42,934 -------- MONEY MARKET FUNDS (5.7%) Federated Prime Obligation Money Market Fund 800,842 801 Federated Prime Value Money Market Fund 1,759,548 1,760 -------- Total Money Market Funds (Cost $2,561) 2,561 -------- SHORT-TERM INVESTMENT (5.0%) Boston Global Investment Trust -- Enhanced Portfolio (A) 2,314,650 2,315 -------- Total Short-Term Investment (Cost $2,315) 2,315 -------- Total Investments (105.1%) (Cost $41,085) 47,810 -------- OTHER ASSETS AND LIABILITIES (-5.1%) Payable upon Return of Securities Loaned (2,315) Investment Advisory Fees Payable (23) Administration Fees Payable (5) Custodian Fees Payable (2) Other Assets & Liabilities, Net 19 -------- Total Other Assets and Liabilities (2,326) -------- 27 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 VALUE INCOME STOCK FUND--CONCLUDED - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 3,610,605 outstanding shares of beneficial interest $ 55,992 Accumulated net realized loss on investments (17,233) Net unrealized appreciation on investments 6,725 -------- Total Net Assets (100.0%) $ 45,484 ======== Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $12.60 ====== ADR -- AMERICAN DEPOSITARY RECEIPT CL -- CLASS (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $2,264,345. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 28 - -------------------------------------------------------------------------------- INVESTMENT GRADE BOND FUND - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ CORPORATE OBLIGATIONS (54.6%) AEROSPACE & DEFENSE (1.0%) General Dynamics 4.250%, 05/15/13 $ 100 $ 96 Northrop Grumman 7.000%, 03/01/06 100 109 ------- 205 ------- AUTOMOTIVE (1.7%) DaimlerChrysler 6.400%, 05/15/06 100 107 Ford Motor 7.450%, 07/16/31 115 116 General Motors 8.375%, 07/15/33 100 116 ------- 339 ------- BANKS (7.4%) Bank of America 6.500%, 03/15/06 275 299 Bank One (B) 5.500%, 03/26/07 100 108 KFW International Finance, Ser DTC 2.500%, 10/17/05 200 203 NB Capital Trust IV 8.250%, 04/15/27 200 232 Wachovia 6.800%, 06/01/05 175 187 Wells Fargo 3.500%, 04/04/08 310 311 Wells Fargo Capital I 7.960%, 12/15/26 150 171 ------- 1,511 ------- BROADCASTING (2.2%) Comcast Cablevision MTN 8.375%, 05/01/07 100 116 Cox Communications 7.125%, 10/01/12 90 104 - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ BROADCASTING -- CONTINUED Liberty Media 3.500%, 09/25/06 $ 115 $ 116 Univision Communications 3.500%, 10/15/07 105 105 ------- 441 ------- FINANCE (12.6%) Boeing Capital (B) 5.650%, 05/15/06 100 107 CIT Group 4.125%, 02/21/06 275 285 Citicorp Capital I 7.933%, 02/15/27 175 202 General Electric Capital 3.500%, 05/01/08 415 415 Golden West Financial 4.125%, 08/15/07 100 104 Household Finance 5.750%, 01/30/07 190 205 International Lease Finance 3.750%, 08/01/07 305 311 MBNA America Bank 5.375%, 01/15/08 85 90 National Rural Utilities 3.000%, 02/15/06 275 278 SLM, MTN 3.625%, 03/17/08 255 254 Textron Financial, Ser E, MTN 2.750%, 06/01/06 100 100 Washington Mutual Financial 8.250%, 06/15/05 195 213 ------- 2,564 ------- FOOD, BEVERAGE & TOBACCO (2.0%) Albertson's 7.500%, 02/15/11 80 92 Kraft Foods 5.250%, 10/01/13 110 111 29 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 INVESTMENT GRADE BOND FUND--CONTINUED - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ FOOD, BEVERAGE & TOBACCO -- CONTINUED Kroger 7.800%, 08/15/07 $ 90 $ 103 Safeway 6.150%, 03/01/06 105 112 ------- 418 ------- INDUSTRIAL (9.4%) Alcan 6.125%, 12/15/33 200 201 Amerada Hess 7.125%, 03/15/33 105 106 Anadarko Petroleum 3.250%, 05/01/08 115 113 Computer Sciences 7.500%, 08/08/05 200 217 Conoco 6.950%, 04/15/29 200 227 Devon Financing 6.875%, 09/30/11 95 108 First Data (B) 3.375%, 08/01/08 130 129 International Paper 6.750%, 09/01/11 95 106 Kerr-McGee 5.375%, 04/15/05 50 52 Masco 5.875%, 07/15/12 100 106 Petroleos Mexicanos 9.250%, 03/30/18 100 116 Time Warner 6.125%, 04/15/06 100 108 Viacom 7.875%, 09/01/23 100 118 Weyerhaeuser 7.950%, 03/15/25 100 114 - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ INDUSTRIAL -- CONTINUED Wyeth 6.500%, 02/01/34 $ 75 $ 77 ------- 1,898 ------- INSURANCE (3.0%) Allstate 7.875%, 05/01/05 160 173 Fund American 5.875%, 05/15/13 80 81 Metlife 5.375%, 12/15/12 215 221 Metlife 3.911%, 05/15/05 35 36 Safeco 6.875%, 07/15/07 90 100 ------- 611 ------- INVESTMENT BANKERS/BROKER DEALERS (7.2%) Bear Stearns 5.700%, 01/15/07 280 304 Citigroup Global Markets (B) 6.500%, 02/15/08 200 222 Goldman Sachs Group 4.750%, 07/15/13 215 210 JP Morgan Chase (B) 5.250%, 05/30/07 200 213 Merrill Lynch, Ser B, MTN 3.375%, 09/14/07 310 314 Morgan Stanley 3.625%, 04/01/08 195 195 ------- 1,458 ------- REAL ESTATE (1.0%) EOP Operating LP 8.375%, 03/15/06 90 101 Simon Property Group LP 6.375%, 11/15/07 90 99 ------- 200 ------- 30 - -------------------------------------------------------------------------------- - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ RETAIL (1.1%) May Department Stores 7.450%, 09/15/11 $ 90 $ 104 Nordstrom 8.950%, 10/15/05 100 111 ------- 215 ------- TELEPHONES & TELECOMMUNICATIONS (2.5%) British Telecom 7.875%, 12/15/05 45 50 Sprint Capital 7.625%, 01/30/11 90 101 Verizon Global Funding 7.250%, 12/01/10 225 259 Verizon New York, Ser B (B) 7.375%, 04/01/32 90 99 ------- 509 ------- TRANSPORTATION (1.1%) Norfolk Southern 7.800%, 05/15/27 100 120 Union Pacific 5.750%, 10/15/07 100 108 ------- 228 ------- UTILITIES (2.4%) Alabama Power, Ser X 3.125%, 05/01/08 75 74 Carolina Power & Light 6.500%, 07/15/12 100 111 Deutsche Telekom 8.250%, 06/15/05 110 119 Pacificorp 6.900%, 11/15/11 75 86 Southern California Edison 8.000%, 02/15/07 90 103 ------- 493 ------- Total Corporate Obligations (Cost $10,896) 11,090 ------- - ------------------------------------------------------------ FACE AMOUNT (000) VALUE (000) - ------------------------------------------------------------ U.S. TREASURY OBLIGATIONS (18.2%) U.S. Treasury Bonds 7.500%, 11/15/16 $ 750 $ 955 6.250%, 08/15/23 1,000 1,139 5.375%, 02/15/31 995 1,038 U.S. Treasury Note 4.375%, 08/15/12 550 561 ------- Total U.S. Treasury Obligations (Cost $3,554) 3,693 ------- U.S. GOVERNMENT MORTGAGE-BACKED OBLIGATIONS (15.5%) FHLMC 5.875%, 03/21/11 365 396 5.250%, 01/15/06 315 335 FNMA 6.500%, 07/01/32 126 132 6.500%, 12/01/32 265 278 6.000%, 09/01/17 236 248 5.000%, 06/01/33 656 649 4.500%, 06/01/18 437 438 GNMA 8.500%, 04/15/31 173 188 8.000%, 08/15/31 233 253 8.000%, 09/15/31 213 232 ------- Total U.S. Government Mortgage- Backed Obligations (Cost $3,121) 3,149 ------- U.S. GOVERNMENT AGENCY OBLIGATION (3.5%) FHLB 2.625%, 05/15/07 725 719 ------- Total U.S. Government Agency Obligation (Cost $712) 719 ------- ASSET-BACKED OBLIGATIONS (3.5%) Capital Auto Receivables Asset Trust, Ser 2002-4, Cl A4 2.640%, 03/17/08 200 201 31 STATEMENT OF NET ASSETS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 INVESTMENT GRADE BOND FUND--CONCLUDED - ------------------------------------------------------------ FACE AMOUNT (000)/ SHARES VALUE (000) - ------------------------------------------------------------ ASSET-BACKED OBLIGATIONS -- CONTINUED GE Capital Commercial Mortgage Trust, Ser 2002-1A, Cl A3 (B) 6.269%, 12/10/35 $ 245 $ 271 Harley-Davidson Motorcycle Trust, Ser 2002-2, Cl A2 3.090%, 06/15/10 110 112 JPMorgan Chase Commercial Mortgage Securities, Ser 2002-C3, Cl A2 4.994%, 07/12/35 125 127 ------- Total Asset-Backed Obligations (Cost $682) 711 ------- FOREIGN GOVERNMENT DEBT SECURITIES (3.0%) CANADA (2.4%) Province of Ontario 6.000%, 02/21/06 225 242 Province of Quebec, Ser NN 7.125%, 02/09/24 200 237 ------- 479 ------- MEXICO (0.6%) United Mexican States 4.625%, 10/08/08 125 127 ------- Total Foreign Government Debt Securities (Cost $602) 606 ------- SHORT-TERM INVESTMENT (6.3%) Boston Global Investment Trust -- Enhanced Portfolio (A) 1,280,047 1,280 ------- Total Short-Term Investment (Cost $1,280) 1,280 ------- MONEY MARKET FUND (0.6%) Federated Prime Value Money Market Fund 133,430 133 ------- Total Money Market Fund (Cost $133) 133 ------- - ------------------------------------------------------------ VALUE (000) - ------------------------------------------------------------ Total Investments (105.2%) (Cost $20,980) $21,381 ------- OTHER ASSETS AND LIABILITIES (-5.2%) Payable upon Return of Securities Loaned (1,280) Investment Advisory Fees Payable (6) Administration Fees Payable (5) Custodian Fees Payable (1) Other Assets and Liabilities, Net 227 ------- Total Other Assets and Liabilities (1,065) ------- NET ASSETS: Paid in Capital -- Trust Shares (unlimited authorization -- no par value) based on 1,977,331 outstanding shares of beneficial interest 20,458 Undistributed net investment income 1 Accumulated net realized loss on investments (544) Net unrealized appreciation on investments 401 ------- Total Net Assets (100.0%) $20,316 ======= Net Asset Value, Offering and Redemption Price Per Share -- Trust Shares $10.27 ====== CL -- CLASS FHLB -- FEDERAL HOME LOAN BANK FHLMC -- FEDERAL HOME LOAN MORTGAGE CORPORATION FNMA -- FEDERAL NATIONAL MORTGAGE ASSOCIATION GNMA -- GOVERNMENT NATIONAL MORTGAGE ASSOCIATION LP -- LIMITED PARTNERSHIP MTN -- MEDIUM TERM NOTE SER -- SERIES (A) THIS SECURITY WAS PURCHASED WITH CASH COLLATERAL HELD FROM SECURITIES LENDING (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). (B) THIS SECURITY OR A PARTIAL POSITION OF THE SECURITY WAS ON LOAN AT DECEMBER 31, 2003 (SEE NOTE 8 IN NOTES TO FINANCIAL STATEMENTS). THE TOTAL VALUE OF SECURITIES ON LOAN AT DECEMBER 31, 2003 WAS $1,242,931. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 32 STATEMENTS OF OPERATIONS (000) - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST FOR THE YEAR ENDED DECEMBER 31, 2003 SMALL CAP VALUE CAPITAL GROWTH INTERNATIONAL MID-CAP VALUE INCOME INVESTMENT APPRECIATION AND INCOME EQUITY EQUITY EQUITY STOCK GRADE FUND FUND FUND FUND FUND FUND BOND FUND ------------- ---------- ------------- ------- --------- -------- ---------- Investment Income: Dividend Income ......................... $ 501 $ 126 $ 162 $ 235 $ 292 $ 1,014 $ -- Interest Income ......................... 17 3 -- 4 2 23 896 Income from Securities Lending .......... 9 --(1) 9 7 3 3 3 Less: Foreign Taxes Withheld ............ (4) --(1) (17) -- (7) (6) -- ------ ------ ------ ------ ------ ------- ----- Total Investment Income ................. 523 129 154 246 290 1,034 899 ------ ------ ------ ------ ------ ------- ----- Expenses: Investment Advisory Fees ................ 637 55 75 162 189 335 166 Administration Fees ..................... 63 63 75 63 63 63 63 Custodian Fees .......................... 31 3 65 8 10 22 13 Professional Fees ....................... 45 7 5 12 15 34 17 Transfer Agent Fees and Out-of-Pocket Expenses ................ 27 3 3 7 8 20 11 Printing Fees ........................... 17 2 2 4 6 13 7 Trustee Fees ............................ 6 1 1 1 2 4 2 Other Fees .............................. 7 1 9 2 2 5 3 ------ ------ ------ ------ ------ ------- ----- Total Expenses .......................... 833 135 235 259 295 496 282 Less: Investment Advisory Fees Waived ... (196) (55) (75) (97) (97) (99) (113) Reimbursement from Advisor ............ -- (6) (63) -- -- -- -- ------ ------ ------ ------ ------ ------- ----- Net Expenses ............................ 637 74 97 162 198 397 169 ------ ------ ------ ------ ------ ------- ----- Net Investment Income (Loss) ............ (114) 55 57 84 92 637 730 ------ ------ ------ ------ ------ ------- ----- Net Realized and Unrealized Gain on Investments and Foreign Currency: Net Realized Gain (Loss) on Securities Sold ....................... 1,824 (122) (214) 1,350 633 (1,482) 614 Net Realized Gain on Foreign Currency Transactions ................. -- -- 30 -- -- -- -- Net Change in Unrealized Depreciation on Foreign Currency and Translation of Other Assets and Liabilities in Foreign Currency ...................... -- -- (3) -- -- -- -- Net Change in Unrealized Appreciation (Depreciation) on Investments ......... 7,612 1,681 2,060 2,274 4,885 9,588 (572) ------ ------ ------ ------ ------ ------- ----- Total Net Realized and Unrealized Gain on Investments and foreign currency ... 9,436 1,559 1,873 3,624 5,518 8,106 42 ------ ------ ------ ------ ------ ------- ----- Net Increase in Net Assets from Operations ......................... $9,322 $1,614 $1,930 $3,708 $5,610 $ 8,743 $ 772 ====== ====== ====== ====== ====== ======= ===== Amount designated as "-" are $0 or have been rounded to $0. (1) Amounts round to $0. THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 33 STATEMENTS OF CHANGES IN NET ASSETS (000) - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST FOR THE YEARS ENDED DECEMBER 31, CAPITAL APPRECIATION GROWTH AND FUND INCOME FUND ------------------------ ------------------------ 2003 2002 2003 2002 ---------- ---------- ---------- ---------- Operations: Net Investment Income (Loss) ....................................... $ (114) $ (287) $ 55 $ 30 Net Realized Gain (Loss) on Securities Sold and Foreign Currency Transactions ........................... 1,824 (7,835) (122) (595) Net Change in Unrealized Appreciation (Depreciation) on Foreign Currency and Translation of Other Assets and Liabilities in Foreign Currency ................................................. -- -- -- -- Net Change in Unrealized Appreciation (Depreciation) on Investments .................................... 7,612 (10,067) 1,681 (468) -------- -------- ------- ------- Net Increase (Decrease) in Net Assets from Operations .................................................. 9,322 (18,189) 1,614 (1,033) -------- -------- ------- ------- Dividends and Distributions to Shareholders: Net Investment Income .............................................. -- -- (55) (30) Return of Capital .................................................. -- -- -- -- Net Realized Gains ................................................. -- (2,818) -- -- -------- -------- ------- ------- Total Dividends and Distributions .................................. -- (2,818) (55) (30) -------- -------- ------- ------- Capital Transactions: Proceeds from Shares Issued ........................................ 6,106 923 3,881 1,720 Value of Shares Issued in Connection with Merger (See Note 7) ...... -- 1,599 -- -- Reinvestment of Cash Distributions ................................. -- 2,818 55 30 Value of Shares Redeemed ........................................... (12,779) (14,114) (651) (611) -------- -------- ------- ------- Increase (Decrease) in Net Assets from Capital Transactions ............................................. (6,673) (8,774) 3,285 1,139 -------- -------- ------- ------- Total Increase (Decrease) in Net Assets ............................ 2,649 (29,781) 4,844 76 -------- -------- ------- ------- Net Assets: Beginning of Year .................................................. 56,718 86,499 4,354 4,278 -------- -------- ------- ------- End of Year ........................................................ $ 59,367 $ 56,718 $ 9,198 $ 4,354 ======== ======== ======= ======= Shares Issued and Redeemed: Shares Issued ...................................................... 436 54 441 191 Shares Issued in Connection with Merger (See Note 7) ............... -- 118 -- -- Shares Issued in Lieu of Cash Distributions ........................ -- 211 6 4 Shares Redeemed .................................................... (943) (971) (77) (73) -------- -------- ------- ------- Total Increase (Decrease) in Net Share Transactions ................ (507) (588) 370 122 ======== ======== ======= ======= Amounts designated as "--" are either $0 or have been rounded to $0. 34 - ------------------------------------------------------------------------------------------------------------------------------------ INTERNATIONAL MID-CAP EQUITY FUND EQUITY FUND --------------------- --------------------- 01/01/03- 01/01/02- 01/01/03- 01/01/02- 06/30/03 12/31/02 06/30/03 12/31/02 --------- --------- --------- --------- Operations: Net Investment Income (Loss) ....................................... $ 57 $ 22 $ 84 $ (56) Net Realized Gain (Loss) on Securities Sold and Foreign Currency Transactions ........................... (184) (1,407) 1,350 (4,490) Net Change in Unrealized Appreciation (Depreciation) on Foreign Currency and Translation of Other Assets and Liabilities in Foreign Currency ................................................. (3) 6 -- -- Net Change in Unrealized Appreciation (Depreciation) on Investments .................................... 2,060 (50) 2,274 (1,668) ------- -------- ------- ------- Net Increase (Decrease) in Net Assets from Operations .................................................. 1,930 (1,429) 3,708 (6,214) ------- -------- ------- ------- Dividends and Distributions to Shareholders: Net Investment Income .............................................. (47) -- (86) -- Return of Capital .................................................. -- -- -- -- Net Realized Gains ................................................. -- (43) -- (9) ------- -------- ------- ------- Total Dividends and Distributions .................................. (47) (43) (86) (9) ------- -------- ------- ------- Capital Transactions: Proceeds from Shares Issued ........................................ 202 16,938 1,755 1,378 Value of Shares Issued in Connection with Merger (See Note 7) ...... -- -- -- -- Reinvestment of Cash Distributions ................................. 47 43 86 9 Value of Shares Redeemed ........................................... (1,442) (18,823) (3,243) (3,140) ------- -------- ------- ------- Increase (Decrease) in Net Assets from Capital Transactions ............................................. (1,193) (1,842) (1,402) (1,753) ------- -------- ------- ------- Total Increase (Decrease) in Net Assets ............................ 690 (3,314) 2,220 (7,976) ------- -------- ------- ------- Net Assets: Beginning of Year .................................................. 6,230 9,544 13,962 21,938 ------- -------- ------- ------- End of Year ........................................................ $ 6,920 $ 6,230 $16,182 $13,962 ======= ======== ======= ======= Shares Issued and Redeemed: Shares Issued ...................................................... 28 2,189 194 150 Shares Issued in Connection with Merger (See Note 7) ............... -- -- -- -- Shares Issued in Lieu of Cash Distributions ........................ 6 6 9 1 Shares Redeemed .................................................... (201) (2,410) (383) (368) ------- -------- ------- ------- Total Increase (Decrease) in Net Share Transactions ................ (167) (215) (180) (217) ======= ======== ======= ======= SMALL CAP VALUE VALUE INCOME INVESTMENT GRADE EQUITY FUND STOCK FUND BOND FUND -------------------- -------------------- -------------------- 01/01/03- 01/01/02- 01/01/03- 01/01/02- 01/01/03- 01/01/02- 06/30/03 12/31/02 06/30/03 12/31/02 06/30/03 12/31/02 --------- --------- --------- --------- --------- --------- Operations: Net Investment Income (Loss) .................................. $ 92 $ 85 $ 637 $ 727 $ 730 $ 892 Net Realized Gain (Loss) on Securities Sold and Foreign Currency Transactions ...................... 633 441 (1,482) (3,671) 614 73 Net Change in Unrealized Appreciation (Depreciation) on Foreign Currency and Translation of Other Assets and Liabilities in Foreign Currency ............................................ -- -- -- -- -- -- Net Change in Unrealized Appreciation (Depreciation) on Investments ............................... 4,885 (885) 9,588 (7,319) (572) 537 ------- ------- -------- -------- ------- ------- Net Increase (Decrease) in Net Assets from Operations ............................................. 5,610 (359) 8,743 (10,263) 772 1,502 ------- ------- -------- -------- ------- ------- Dividends and Distributions to Shareholders: Net Investment Income ......................................... (93) (86) (637) (727) (821) (982) Return of Capital ............................................. -- -- -- (4) -- -- Net Realized Gains ............................................ -- -- -- -- -- -- ------- ------- -------- -------- ------- ------- Total Dividends and Distributions ............................. (93) (86) (637) (731) (821) (982) ------- ------- -------- -------- ------- ------- Capital Transactions: Proceeds from Shares Issued ................................... 1,064 3,285 2,923 3,262 2,662 5,970 Value of Shares Issued in Connection with Merger (See Note 7) . -- -- -- -- -- -- Reinvestment of Cash Distributions ............................ 93 85 637 731 821 982 Value of Shares Redeemed ...................................... (1,579) (1,414) (10,081) (12,202) (6,244) (3,905) ------- ------- -------- -------- ------- ------- Increase (Decrease) in Net Assets from Capital Transactions ........................................ (422) 1,956 (6,521) (8,209) (2,761) 3,047 ------- ------- -------- -------- ------- ------- Total Increase (Decrease) in Net Assets ....................... 5,095 1,511 1,585 (19,203) (2,810) 3,567 ------- ------- -------- -------- ------- ------- Net Assets: Beginning of Year ............................................. 15,286 13,775 43,899 63,102 23,126 19,559 ------- ------- -------- -------- ------- ------- End of Year ................................................... $20,381 $15,286 $ 45,484 $ 43,899 $20,316 $23,126 ======= ======= ======== ======== ======= ======= Shares Issued and Redeemed: Shares Issued ................................................. 85 286 266 277 258 595 Shares Issued in Connection with Merger (See Note 7) .......... -- -- -- -- -- -- Shares Issued in Lieu of Cash Distributions ................... 8 8 57 65 80 98 Shares Redeemed ............................................... (137) (131) (937) (1,085) (608) (392) ------- ------- -------- -------- ------- ------- Total Increase (Decrease) in Net Share Transactions ........... (44) 163 (614) (743) (270) 301 ======= ======= ======== ======== ======= ======= THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 35 FINANCIAL HIGHLIGHTS - ------------------------------------------------------------------------------------------------------------------------------------ STI CLASSIC VARIABLE TRUST FOR THE YEARS OR PERIODS ENDED DECEMBER 31, FOR A SHARE OUTSTANDING THROUGHOUT EACH YEAR OR PERIOD NET NET REALIZED AND NET ASSET VALUE, INVESTMENT UNREALIZED GAINS (LOSSES) TOTAL FROM DIVIDENDS FROM BEGINNING OF PERIOD INCOME (LOSS) ON INVESTMENTS OPERATIONS NET INVESTMENT INCOME ------------------- ------------- ------------------------- ---------- ---------------------- CAPITAL APPRECIATION FUND 2003 $13.01 $(0.03)* $ 2.43* $ 2.40 $ -- 2002 17.48 (0.07) (3.74) (3.81) -- 2001 20.02 (0.05) (1.27) (1.32) -- 2000 20.27 0.03 0.65 0.68 (0.03) 1999 20.04 0.04 1.65 1.69 (0.04) GROWTH AND INCOME FUND 2003 $ 8.05 $ 0.08* $ 2.04* $ 2.12 $(0.07) 2002 10.21 0.06 (2.16) (2.10) (0.06) 2001 10.86 0.04 (0.65) (0.61) (0.04) 2000 10.00 0.07 0.86 0.93 (0.07) 1999 (1) 10.00 -- -- -- -- INTERNATIONAL EQUITY FUND 2003 $ 6.92 $ 0.07* $ 2.50* $ 2.57 $(0.06) 2002 8.55 0.02 (1.61) (1.59) -- 2001 10.36 -- (1.80) (1.80) -- 2000 13.93 0.08 (0.58) (0.50) -- 1999 13.05 0.03 1.11 1.14 (0.07) MID-CAP EQUITY FUND 2003 $ 7.93 $ 0.05* $ 2.30* $ 2.35 $(0.05) 2002 11.09 (0.04) (3.11) (3.15) -- 2001 13.30 -- (0.19) (0.19) -- 2000 15.20 (0.04) (0.13) (0.17) -- 1999 13.56 (0.03) 1.90 1.87 -- SMALL CAP VALUE EQUITY FUND 2003 $10.75 $ 0.07* $ 4.05* $ 4.12 $(0.07) 2002 10.94 0.06 (0.19) (0.13) (0.06) 2001 9.12 0.12 1.82 1.94 (0.12) 2000 7.97 0.14 1.15 1.29 (0.14) 1999 8.48 0.10 (0.51) (0.41) (0.10) VALUE INCOME STOCK FUND 2003 $10.39 $ 0.17* $ 2.21* $ 2.38 $(0.17) 2002 12.70 0.16 (2.31) (2.15) (0.16)*** 2001 13.06 0.16 (0.32) (0.16) (0.20) 2000 13.23 0.26 0.98 1.24 (0.26) 1999 15.08 0.29 (0.63) (0.34) (0.29) INVESTMENT GRADE BOND FUND 2003 $10.29 $ 0.34* $ 0.02* $ 0.36 $(0.38) 2002 10.05 0.44 0.28 0.72 (0.48) 2001 9.69 0.52 0.36 0.88 (0.52) 2000 9.73 0.62 (0.04) 0.58 (0.62) 1999 10.58 0.56 (0.73) (0.17) (0.56) <FN> + Returns are for the period indicated and have not been annualized. * Amounts calculated using average shares method. ** Total return would have been (18.70)% without the payment by affiliate. During the fiscal year ended December 31, 2002, the International Equity Fund was reimbursed by the Adviser for losses incurred of $5,807 due to the sale of shares in several registered investment companies which were inadvertently purchased in excess of the amount permitted under applicable Securities and Exchange Commission rules. *** Includes Return of Capital of $0.0049 per share. (1) Commenced operations on December 30, 1999. All ratios for the period have been annualized. Amounts designated as "--" are either $0 or have been rounded to $0. </FN> TOTAL NET ASSETS, NET ASSETS, RATIO OF DISTRIBUTIONS FROM DIVIDENDS AND VALUE, END TOTAL END OF NET EXPENSES TO REALIZED CAPITAL GAINS DISTRIBUTIONS OF PERIOD RETURN+ PERIOD (000) AVERAGE NET ASSETS ---------------------- ------------- ----------- ------- ------------ ------------------ CAPITAL APPRECIATION FUND 2003 $ -- $ -- $15.41 18.45% $ 59,367 1.15% 2002 (0.66) (0.66) 13.01 (21.89) 56,718 1.15 2001 (1.22) (1.22) 17.48 (5.34) 86,499 1.15 2000 (0.90) (0.93) 20.02 3.07 101,964 1.15 1999 (1.42) (1.46) 20.27 8.73 134,072 1.15 GROWTH AND INCOME FUND 2003 $ -- $(0.07) $10.10 26.49% $ 9,198 1.20% 2002 -- (0.06) 8.05 (20.59) 4,354 1.20 2001 -- (0.04) 10.21 (5.57) 4,278 1.20 2000 -- (0.07) 10.86 9.32 1,784 1.20 1999 (1) -- -- 10.00 -- 10 1.20 INTERNATIONAL EQUITY FUND 2003 $ -- $(0.06) $ 9.43 37.31% $ 6,920 1.60% 2002 (0.04) (0.04) 6.92 (18.58)** 6,230 1.60 2001 (0.01) (0.01) 8.55 (17.40) 9,544 1.60 2000 (3.07) (3.07) 10.36 (3.43) 11,972 1.60 1999 (0.19) (0.26) 13.93 8.81 18,268 1.60 MID-CAP EQUITY FUND 2003 $ -- $(0.05) $10.23 29.72% $ 16,182 1.15% 2002 (0.01) (0.01) 7.93 (28.45) 13,962 1.15 2001 (2.02) (2.02) 11.09 2.72 21,938 1.15 2000 (1.73) (1.73) 13.30 (2.93) 23,714 1.15 1999 (0.23) (0.23) 15.20 14.00 30,744 1.15 SMALL CAP VALUE EQUITY FUND 2003 $ -- $(0.07) $14.80 38.44% $ 20,381 1.20% 2002 -- (0.06) 10.75 (1.20) 15,286 1.20 2001 -- (0.12) 10.94 21.48 13,775 1.20 2000 -- (0.14) 9.12 16.37 10,513 1.20 1999 -- (0.10) 7.97 (4.78) 11,047 1.20 VALUE INCOME STOCK FUND 2003 $ -- $(0.17) $12.60 23.12% $ 45,484 0.95% 2002 -- (0.16) 10.39 (16.98) 43,899 0.95 2001 -- (0.20) 12.70 (1.14) 63,102 0.95 2000 (1.15) (1.41) 13.06 10.43 67,594 0.95 1999 (1.22) (1.51) 13.23 (3.00) 101,741 0.95 INVESTMENT GRADE BOND FUND 2003 $ -- $(0.38) $10.27 3.51% $ 20,316 0.75% 2002 -- (0.48) 10.29 7.40 23,126 0.75 2001 -- (0.52) 10.05 9.20 19,559 0.75 2000 -- (0.62) 9.69 6.32 16,890 0.75 1999 (0.12) (0.68) 9.73 (1.67) 21,733 0.75 RATIO OF RATIO OF EXPENSES TO NET INVESTMENT AVERAGE NET ASSETS PORTFOLIO INCOME (LOSS) TO (EXCLUDING WAIVERS TURNOVER AVERAGE NET ASSETS AND/OR REIMBURSEMENTS) RATE ------------------ ---------------------- --------- CAPITAL APPRECIATION FUND 2003 (0.21)% 1.50% 91% 2002 (0.41) 1.46 67 2001 (0.30) 1.44 88 2000 0.17 1.38 105 1999 0.20 1.36 168 GROWTH AND INCOME FUND 2003 0.92% 2.20% 22% 2002 0.68 2.56 51 2001 0.47 3.22 27 2000 0.69 8.04 34 1999 (1) -- 1.20 -- INTERNATIONAL EQUITY FUND 2003 0.99% 3.91% 75% 2002 0.27 2.59 115 2001 0.25 2.32 92 2000 0.64 2.08 126 1999 0.42 1.99 207 MID-CAP EQUITY FUND 2003 0.60% 1.84% 182% 2002 (0.32) 1.72 90 2001 0.04 1.66 93 2000 (0.18) 1.56 106 1999 (0.20) 1.50 122 SMALL CAP VALUE EQUITY FUND 2003 0.56% 1.79% 27% 2002 0.55 1.79 17 2001 1.05 1.91 55 2000 1.69 1.96 72 1999 1.23 1.83 63 VALUE INCOME STOCK FUND 2003 1.52% 1.19% 54% 2002 1.37 1.13 50 2001 1.20 1.12 73 2000 2.01 1.06 72 1999 1.95 0.96 80 INVESTMENT GRADE BOND FUND 2003 3.66% 1.25% 147% 2002 4.33 1.28 144 2001 5.15 1.32 139 2000 6.54 1.26 123 1999 5.56 1.19 243 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS. 36 & 37 NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 1. Organization: The STI Classic Variable Trust (the "Trust") was organized as a Massachusetts business trust under a Declaration of Trust dated April 18, 1995. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with seven funds (each referred to as a "Fund" or collectively as the "Funds"): the Capital Appreciation Fund, the Growth and Income Fund, the International Equity Fund, the Mid-Cap Equity Fund, the Small Cap Value Equity Fund, the Value Income Stock Fund (collectively the "Equity Funds") and the Investment Grade Bond Fund. The assets of each Fund are segregated, and a shareholder's interest is limited to the Fund in which shares are held. Sales of shares of the Funds may only be made to separate accounts of various life insurance companies and certain qualified benefit plans. The Funds' prospectus provides a description of each Fund's investment objective, policies and strategies. 2. Significant Accounting Policies: The following is a summary of significant accounting policies followed by the Trust. These policies are in conformity with accounting principles generally accepted in the United States of America. USE OF ESTIMATES -- The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that effect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from these estimates. SECURITY VALUATION -- Equity securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for equity securities traded on NASDAQ), including equity securities traded over the counter, are valued at the last quoted sale price on the primary exchange or market (foreign or domestic) on which they are traded on valuation date (or at approximately 4:00 pm ET if an equity security's primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing Price will be used. If available, debt securities are priced based upon valuations provided by independent, third-party pricing agents. Such values generally reflect the last reported sale price if the security is actively traded. The third-party pricing agents may also value debt securities at an evaluated bid price by employing methodologies that utilize actual market transactions, broker-supplied valuations, or other methodologies designed to identify the market value for such securities. Debt obligations with remaining maturities of sixty days or less may be valued at their amortized cost, which approximates market value. Securities for which current market quotations are not readily available, or whose values have been materially affected by events occurring before the Fund's valuation time but after the close of the securities' primary markets, of which there were none at December 31, 2003, are valued at their fair value as determined in accordance with procedures adopted by the Board of Trustees. SECURITY TRANSACTIONS AND INVESTMENT INCOME -- Security transactions are accounted for on the trade date of the security purchase or sale. Dividend income is recognized on ex-dividend date, and interest income is recognized on an accrual basis and includes, where applicable, the amortization of premium or accretion of discount. The cost used in determining net realized capital gains and losses on the sale of securities is that of the specific securities sold, adjusted for the accretion and amortization of purchase discounts and premiums during the applicable holding period. REPURCHASE AGREEMENTS -- In connection with transactions involving repurchase agreements, a third party custodian bank takes possession of the underlying securities ("collateral"), the value of 38 - -------------------------------------------------------------------------------- which exceeds the principal amount of the repurchase transaction, including accrued interest. In the event of default on the obligation to repurchase, each Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings. At fiscal year end, there were no open repurchase agreements. FOREIGN CURRENCY TRANSACTIONS -- With respect to the International Equity Fund, the books and records are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis: o market value of investment securities, assets and liabilities at the current rate of exchange; and o purchases and sales of investment securities, income, and expenses at the relevant rates of exchange prevailing on the respective dates of such transactions. The International Equity Fund does not isolate the portion of gains and losses on investments in equity securities that is due to changes in the foreign exchange rates from that which is due to change in market prices of equity securities. The International Equity Fund reports certain foreign currency-related transactions as components of realized gains and losses for financial reporting purposes, whereas such components are treated as ordinary income for Federal income tax purposes. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS -- Distributions to shareholders, which are determined in accordance with Federal tax regulations are recorded on the ex-dividend date. Dividends from net investment income for the Investment Grade Bond Fund are declared daily and paid monthly to shareholders. Dividends from net investment income for the Capital Appreciation Fund, the Growth and Income Fund, the Mid-Cap Equity Fund, the Small Cap Value Equity Fund and the Value Income Stock Fund are declared and paid quarterly to shareholders. Dividends from net investment income for the International Equity Fund are declared and paid annually to shareholders. Any net realized capital gains are distributed to shareholders at least annually. EXPENSES -- Expenses related to a specific Fund are charged to that Fund. Other operating expenses of the Trust are pro-rated to the Funds on the basis of relative net assets. 3. Agreements and Other Transactions with Affiliates: INVESTMENT ADVISORY AGREEMENT -- Investment advisory services are provided to the Trust by Trusco Capital Management, Inc. ("Trusco"). Under the terms of the Investment Advisory Agreement, Trusco is entitled to receive a fee from the Funds, computed daily and paid monthly, at an annual rate of 1.15%, 0.90%, 1.25%, 1.15%, 1.15%, 0.80% and 0.74% of the average daily net assets of the Capital Appreciation Fund, Growth and Income Fund, International Equity Fund, Mid-Cap Equity Fund, Small Cap Value Equity Fund, Value Income Stock Fund, and Investment Grade Bond Fund, respectively. Trusco has agreed to waive all or a portion of its fees (and to reimburse Funds' expenses) in order to limit operating expenses. Fee waivers and expense reimbursements are voluntary (except for the Growth and Income Fund, for which the expense limit is contractual) and may be terminated at any time. ADMINISTRATION AGREEMENT -- The Trust and SEI Investments Global Funds Services (the "Administrator") are parties to an Administration Agreement (the "Administration Agreement") dated August 18, 1995, as amended November 19, 1997 and March 1, 1999. Under the terms of the Administration Agreement, the Administrator is entitled to an annual fee, subject to a minimum of $62,500 for domestic funds and $75,000 for international funds (expressed as a percentage of the combined average daily net assets of the Trust and STI Classic Funds) of: 0.12% up to $1 billion, 0.09% on the next $4 billion, 0.07% on on the next $3 billion, 0.065% on the next $2 billion and 0.06% for over $10 billion. 39 NOTES TO FINANCIAL STATEMENTS--continued - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 DISTRIBUTION AGREEMENT -- The Trust and SEI Investments Distribution Co. (the "Distributor") are parties to a Distribution Agreement dated August 18, 1995. The Distributor receives no fees for its services under this agreement. TRANSFER AGENCY AGREEMENT -- The Trust and Federated Services Company are parties to a Transfer Agency servicing agreement dated August 2, 1995, under which Federated Services Company provides transfer agency services to the Trust. CUSTODIAN AGREEMENTS -- SunTrust Bank, acts as custodian for all the Funds except the International Equity Fund which utilizes Brown Brothers Harriman & Co. as custodian. Prior to January 29, 2003, Bank of New York served as custodian for the International Equity Fund. Custodians are paid on the basis of the net assets and transaction costs of the Funds. The custodians play no role in determining the investment policies of the Trust or which securities are to be purchased or sold in the Funds. OTHER -- Certain officers of the Trust are also officers of the Adviser, the Administrator and/or the Distributor. Such officers are paid no fees by the Trust for serving as officers of the Trust. The Trust had entered into an agreement with the Distributor to act as an agent in placing repurchase agreements for the Trust. As of October 24, 2003, this agreement was discontinued. For the year ended December 31, 2003 the following Funds paid the Distributor through a reduction in the yield earned by the Funds on those repurchase agreements: FEES ---- Capital Appreciation Fund .................. $ 991 Growth and Income Fund ..................... 125 Mid-Cap Equity Fund ........................ 165 Small Cap Value Equity Fund ................ 139 Value Income Stock Fund .................... 1,054 Investment Grade Bond Fund ................. 404 The Trust has entered into an agreement with SunTrust Robinson Humphrey, a division of SunTrust Capital Markets, Inc. which is a direct non-bank subsidiary of SunTrust Banks, Inc. to act as an agent in placing repurchase agreements for the Trust. During the year, and at December 31, 2003, the Funds did not hold repurchase agreements through SunTrust Robinson Humphrey. 4. Investment Transactions: The cost of security purchases and the proceeds from security sales, excluding short-term investments, for the year ended December 31, 2003, were as follows: U.S. GOVT. U.S. GOVT. PURCHASES SALES PURCHASES SALES (000) (000) (000) (000) --------- -------- -------- -------- Capital Appreciation Fund ....... $48,674 $56,540 $ -- $ -- Growth and Income Fund .......... 4,378 1,293 -- -- International Equity Fund ....... 4,335 5,446 -- -- Mid-Cap Equity Fund ............. 25,096 26,451 -- -- Small Cap Value Equity Fund ..... 4,450 4,927 -- -- Value Income Stock Fund ......... 21,333 28,642 -- -- Investment Grade Bond Fund ..................... 13,189 14,027 18,685 18,867 5. Federal Tax Policies and Information: It is each Fund's intention to continue to qualify as a regulated investment company for Federal income tax purposes and distribute all of its taxable income and net capital gains. Accordingly, no provisions for Federal income taxes are required. The Funds may be subject to taxes imposed by countries in which they invest with respect to their investments in issuers existing or operating in such countries. Such taxes are generally based on income earned. The Funds accrue such taxes when the related income is earned. The timing and characterization of certain income and capital gains distributions are determined annually in accordance with Federal tax regulations which may differ from accounting principles generally accepted in the United States of America. As a result, net 40 - -------------------------------------------------------------------------------- investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from required distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to paid-in-capital, undistributed net investment income (loss), or accumulated net realized gain (loss), as appropriate, in the period that the differences arise. Accordingly, the following permanent differences, primarily attributable to net operating losses, Passive Foreign Investment Company (PFIC) gains, foreign exchange gains and losses, return of capital distributions and paydowns on mortgage-backed securities have been reclassified to/from the following accounts. UNDISTRIBUTED ACCUMULATED NET INVESTMENT REALIZED PAID-IN- INCOME (LOSS) GAIN (LOSS) CAPITAL (000) (000) (000) -------------- ----------- ---------- Capital Appreciation Fund ....... $114 $-- $(114) International Equity Fund ....... 39 (39) -- Mid-Cap Equity Fund ............. 2 -- (2) Small Cap Value Equity Fund ..... 1 -- (1) Investment Grade Bond Fund ...... 91 (91) -- These reclassifications have no effect on net assets or net asset value per share. The tax character of dividends and distributions paid during the years ended December 31, 2003 and December 31, 2002 were as follows (000): Ordinary Income Long-Term Capital Gain Return of Capital Total 2003 2002 2003 2002 2003 2002 2003 2002 --------------- ---------------------- ----------------- ------------------ Capital Appreciation Fund .......... $-- $-- $-- $2,818 $-- $-- $-- $2,818 Growth and Income Fund ............. 55 30 -- -- -- -- 55 30 International Equity Fund .......... 47 43 -- -- -- -- 47 43 Mid-Cap Equity Fund ................ 84 9 -- -- 2 -- 86 9 Small Cap Value Equity Fund ........ 92 86 -- -- 1 -- 93 86 Value Income Stock Fund ............ 637 727 -- -- -- 4 637 731 Investment Grade Bond Fund ......... 821 982 -- -- -- -- 821 982 As of December 31, 2003, the components of Distributable Earnings (Accumulated Losses) on a tax basis were as follows (000): UNDISTRIBUTED CAPITAL POST UNREALIZED OTHER ORDINARY LOSS OCTOBER APPRECIATION TEMPORARY INCOME CARRYFORWARDS LOSSES (DEPRECIATION) DIFFERENCES ------- -------------- ------- -------------- ----------- Capital Appreciation Fund ................. $-- $ (6,779) $-- $10,783 $-- Growth and Income Fund .................... -- (874) -- 1,226 -- International Equity Fund ................. 105 (3,491) -- 1,254 -- Mid-Cap Equity Fund ....................... -- (4,047) -- 2,691 1 Small Cap Value Equity Fund ............... -- (454) -- 6,005 -- Value Income Stock Fund ................... 1 (17,123) -- 6,614 -- Investment Grade Bond Fund ................ 64 (446) (3) 306 (63) Amounts designated as "--" are either $0 or have been rounded to $0. 41 NOTES TO FINANCIAL STATEMENTS--concluded - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST DECEMBER 31, 2003 Post-October losses represent losses realized on investments from November 1, 2003 through December 31, 2003 that, in accordance with Federal income tax regulations, the Fund has elected to defer and treat as having arisen in the following fiscal year. For tax purposes, the capital losses in the Funds can be carried forward for a maximum of eight years to offset future net realized capital gains. The capital loss carryforwards are as follows (000): EXPIRES EXPIRES EXPIRES EXPIRES EXPIRES 2011 2010 2009 2008 2007 ------- ------- ------- ------- ------- Capital Appreciation Fund ......................... $ 515 $5,695 $ 223 $ 334 $ 12 Growth and Income Fund ............................ 260 483 128 3 -- International Equity Fund ......................... 497 1,471 1,208 315 -- Mid-Cap Equity Fund ............................... -- 4,047 -- -- -- Small Cap Value Equity Fund ....................... -- -- 55 -- 399 Value Income Stock Fund ........................... 2,432 3,046 -- 11,645 -- Investment Grade Bond Fund ........................ -- 189 119 138 -- Amounts designated as "-" are either $0 or have been rounded to $0. During the year ended December 31, 2003, the Mid-Cap Equity, the Small Cap Value Equity and the Investment Grade Bond Funds utilized $1,352,645, $631,339 and $608,677 in capital loss carryforwards, respectively. Included in the Capital Appreciation Fund are capital loss carryforwards acquired in a merger (see Note 7). Utilization of these losses may be limited in accordance with Federal tax regulations. At December 31, 2003, the total cost of securities and the net realized gains or losses on securities sold for Federal income tax purposes are different from amounts reported for financial reporting purposes primarily due to wash sales which cannot be used for Federal income tax purposes in the current year and have been deferred for use in future years. The aggregate gross unrealized appreciation and depreciation for securities held by the Funds at December 31, 2003, were as follows: AGGREGATE AGGREGATE GROSS GROSS NET FEDERAL TAX UNREALIZED UNREALIZED UNREALIZED COST APPRECIATION DEPRECIATION APPRECIATION (000) (000) (000) (000) ----------- ------------ ------------ ------------ Capital Appreciation Fund ......................... $51,140 $11,133 $350 $10,783 Growth and Income Fund ............................ 8,185 1,371 145 1,226 International Equity Fund ......................... 5,585 1,546 295 1,251 Mid-Cap Equity Fund ............................... 14,260 2,758 67 2,691 Small Cap Value Equity Fund ....................... 16,805 6,326 321 6,005 Value Income Stock Fund ........................... 41,196 7,112 498 6,614 Investment Grade Bond Fund ........................ 21,075 460 154 306 42 - -------------------------------------------------------------------------------- 6. Concentrations/Risks: The Investment Grade Bond Fund invests primarily in investment grade obligations rated at least BBB or better by S&P or Baa or better by Moody's. Changes by recognized rating agencies in the ratings of any fixed income security or in the ability of an issuer to make payments of interest and principal may affect the value of these investments. The International Equity Fund invests in securities of foreign issuers in various countries. These investments may involve certain considerations and risks not typically associated with investments in the United States as a result of, among other factors, the possibility of future political and economic developments and the level of governmental supervision and regulation of securities markets in the respective countries. In the normal course of business, the Funds enter into contracts that provide general indemnifications. The Funds' maximum exposure under these arrangements is dependent on future claims that may be made against the Funds and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote. The Funds are intended to be funding vehicles for variable annuity contracts and variable life insurance policies offered by life insurance companies. At December 31, 2003, outstanding shares of the Funds were held by separate accounts of participating insurance companies as follows: % OF NUMBER OF OWNERSHIP ACCOUNTS --------- --------- Capital Appreciation Fund ................ 87% 1 Growth and Income Fund ................... 95% 3 International Equity Fund ................ 96% 1 Mid-Cap Equity Fund ...................... 86% 1 Small Cap Value Equity Fund .............. 93% 2 Value Income Stock Fund .................. 89% 1 Investment Grade Bond Fund ............... 93% 1 7. Fund Reorganization: On September 6, 2002, the assets of the STI Classic Variable Trust Quality Growth Stock Fund (the "Quality Growth Stock Fund") were reorganized into the Capital Appreciation Fund. Under the Agreement and Plan of Reorganization, 251,754 shares of the Quality Growth Stock Fund were exchanged for 118,418 shares of the Capital Appreciation Fund in a tax-free exchange. The value of the Quality Growth Stock Fund on September 6, 2002 was $1,599,174, which included $138,316 in unrealized losses and $621,130 in accumulated net realized losses. The value of the Capital Appreciation Fund before the merger was $60,173,046. Upon the business combination of such funds on September 6, 2002, the value of the Capital Appreciation Fund combined with the Quality Growth Stock Fund was $61,772,220. 8. Securities Lending: Each Fund may lend portfolio securities to brokers, dealers and other financial organizations that meet capital and other credit requirements or other criteria established by the Trust's Board of Trustees. These loans may not exceed 331/3% of the total asset value of the Fund (including the loan collateral). No Fund will lend portfolio securities to its investment adviser or its affiliates unless it has applied for and received specific authority to do so from the SEC. Loans of portfolio securities will be fully collateralized by cash. The value of the collateral is at least equal to the market value of the securities loaned. However, due to market fluctuations, the value of securities loaned on a particular day may, during the course of the day, exceed the value of collateral. On each business day, the amount of collateral is adjusted based on the prior day's market fluctuations and the current day's lending activity. Income from lending activity is determined by the amount of interest earned on collateral, less any amounts payable to the borrowers of the securities and the lending agent. Lending securities involves certain risks, including the risk that the Fund may be delayed or prevented from recovering the collateral if the borrower fails to return the securities. Cash collateral received in connection with securities lending is invested in the Boston Global Investment Trust-Enhanced Portfolio. This Portfolio consists of money market instruments including money market mutual funds registered under the Investment Company Act of 1940, commercial paper, repurchase agreements, U.S. Treasury Bills and U.S. agency obligations. 43 REPORT OF INDEPENDENT PUBLIC AUDITORS - -------------------------------------------------------------------------------- To the Shareholders and Board of Trustees of STI Classic Variable Trust In our opinion, the accompanying statements of net assets and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Capital Appreciation Fund, Growth and Income Fund, International Equity Fund, Mid-Cap Equity Fund, Small Cap Value Equity Fund, Value Income Stock Fund and Investment Grade Bond Fund (constituting the STI Classic Variable Trust, hereafter referred to as the "Trust") at December 31, 2003, the results of each of their operations for the year then ended and the changes in each of their net assets and the financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Trust's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2003 by correspondence with the custodians and brokers, provide a reasonable basis for our opinion. The financial highlights for each of the three years (or periods) ended December 31, 2001 were audited by other independent accountants who have ceased operations. Those independent accountants expressed an unqualified opinion on those financial statements in their report dated February 7, 2002. PricewaterhouseCoopers LLP Philadelphia, Pennsylvania February 17, 2004 44 NOTICE TO SHAREHOLDERS (UNAUDITED) - -------------------------------------------------------------------------------- STI CLASSIC VARIABLE TRUST For shareholders that do not have a December 31, 2003 tax year end, this notice is for informational purposes only. For shareholders with a December 31, 2003 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended December 31, 2003, each portfolio is designating the following items with regard to distributions paid during the year: LONG TERM (20% RATE) ORDINARY CAPITAL GAIN QUALIFIED 5 YEAR INCOME TAX-EXEMPT TOTAL QUALIFYING FUND DISTRIBUTION GAIN DISTRIBUTION DISTRIBUTIONS INTEREST DISTRIBUTIONS DIVIDENDS (1) - ----- -------------- ----------------- ---------------- ----------- -------------- ------------ Capital Appreciation Fund.... -- -- -- -- -- -- Growth and Income Fund....... -- -- 100.00% -- 100.00% 100.00% International Equity Fund.... -- -- 100.00% -- 100.00% -- Mid-Cap Equity Fund.......... -- -- 100.00% -- 100.00% 100.00% Small Cap Value Equity Fund.. -- -- 100.00% -- 100.00% 100.00% Value Income Stock Fund...... -- -- 100.00% -- 100.00% 100.00% Investment Grade Bond Fund... -- -- 100.00% -- 100.00% -- FOREIGN TAX WITHHOLDING PASS THROUGH (2) ---------------- Capital Appreciation Fund.... -- Growth and Income Fund....... -- International Equity Fund.... -- Mid-Cap Equity Fund.......... -- Small Cap Value Equity Fund.. -- Value Income Stock Fund...... -- Investment Grade Bond Fund... -- - ------------------------ (1) Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of "Ordinary Income Distributions". (2) Foreign tax credit pass through represents the amount eligible for the foreign tax credit and is reflected as a percentage of "Ordinary Income Distributions". 45 TRUSTEES AND OFFICERS OF THE STI CLASSIC VARIABLE TRUST (UNAUDITED) - -------------------------------------------------------------------------------- Information pertaining to the trustees of the Trust is set forth below. Trustees who are not deemed to be "interested persons" of the Trust as defined in the 1940 Act are referred to as "Independent Board Members." Trustees who are deemed to be "interested persons" of the Trust are referred to as "Interested Board Members." Messrs. Courts and Ridley are Trustees who may be deemed to be "interested" persons of the Trust. Term of Number of Portfolios Other Position(s) Office and in STI Classic Directorship Name, Address, Held with Length of Principal Occupation(s) Complex Overseen by Held by Age1 the Trust Time Served2 During Past 5 Years Board Member3 Board Member4 - ------------------------------------------------------------------------------------------------------------------------------------ INDEPENDENT BOARD MEMBERS - ------------- THOMAS Trustee May, 2000 President, Genuine Parts Company 51 Director, Oxford GALLAGHER Wholesale Distribution, 1970 to Industries. Current 56 the present. Trustee of STI Classic Funds. F. WENDELL Trustee May, 1995 Retired. 51 Current Trustee on GOOCH the Board of 71 Trustees for the SEI Family of Funds, The Capitol Mutual Funds and STI Classic Funds. JAMES O. Trustee May, 2000 President and Chief Executive 51 Director, NCR; ROBBINS Officer, Cox Communications, Inc., Director, Cox 61 1985 to the present. Communications. Current Trustee of STI Classic Funds. JONATHAN T. Trustee February, Retired. 51 Trustee, W.K. WALTON 1998 Kellogg Trust. 73 Current Trustee of STI Classic Funds. INTERESTED BOARD MEMBERS5 - -------------- RICHARD W. Trustee November, Chairman of the Board, Atlantic 51 Current Trustee of COURTS, II 2001 Investment Company, 1970 to the STI Classic Funds. 67 present. CLARENCE H. Trustee November, Chairman of the Board; Haverty 51 Current Trustee of RIDLEY 2001 Furniture Companies, 2001 to the STI Classic Funds. 61 present; Partner, King and Spaulding LLP (law firm), 1977 to 2000. - -------------------------- 1 Each trustee may be contacted by writing to c/o STI Classic Variable Trust, SEI Investments Company, Oaks, PA 19456. 2 Each trustee shall hold office during the lifetime of this Trust until the election and qualification of his or her successor, or until he or she sooner dies, resigns or is removed in accordance with the Trust's Declaration of Trust. The president, treasurer and secretary shall hold office for a one year term and until their respective successors are chosen and qualified, or in each case until he or she sooner dies, resigns is removed, or becomes disqualified in accordance with the Trust's by-laws. 3 The "STI Classic Complex" consists of all registered investment companies for which Trusco Capital Management, Inc. serves as investment adviser. As of December 31, 2003, the STI Classic Complex consisted of 51 Funds. 46 TRUSTEES AND OFFICERS OF THE STI CLASSIC VARIABLE TRUST (UNAUDITED) - -------------------------------------------------------------------------------- Term of Number of Portfolios Other Position(s) Office and in STI Classic Directorship Name, Address, Held with Length of Principal Occupation(s) Complex Overseen by Held by Age the Trust Time Served During Past 5 Years Board Member3 Board Member4 - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS - -------- JAMES F. VOLK, CPA President November, Senior Operations Officer, SEI N/A N/A One Freedom 2003 Investments, Fund Accounting and Valley Drive Administration since 1996; Assistant Oaks, PA 19456 Chief Accountant of the Securities 41 and Exchange Commission's Division of Investment Management (1993-1996). TIMOTHY D. BARTO Vice November, Employed by SEI Investments since N/A N/A One Freedom President 2001 October 1999. Vice President and Valley Drive and Assistant Secretary of the Adviser Oaks, PA 19456 Secretary and Administrator since December 1999; 35 Vice President of the Distributor (1999-2003); Assistant Secretary of the Distributor since 1999. Associate at Dechert, Price & Rhoads (1997-1999). LYDIA A. GAVALIS Vice May, 1998 Vice President and Assistant Secretary N/A N/A One Freedom President of SEI Investments, the Adviser and Valley Drive Administrator since 1998; Vice President Oaks, PA 19456 of the Distributor (1998-2003); Assistant 39 Secretary of the Distributor since 1998. Assistant General Counsel and Director of Arbitration, Philadelphia Secretary Stock Exchange (1989-1998). CHRISTINE M. Vice May, 2000 Employed by SEI Investments since N/A N/A MCCULLOUGH President November 1, 1999. Vice President and One Freedom and Assistant Secretary of the Adviser and Valley Drive Assistant Administrator since 1999. Vice President Oaks, PA 19456 Secretary and Assistant Secretary of the Distributor 43 (1999-2003). Associate at White and Williams LLP, 1991-1999. - -------------------------- 4 Directorships of companies required to report to the U.S. Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., "public companies") or other investment companies registered under the 1940 Act. 5 Mr. Courts is deemed an interested trustee because of his directorships with affiliates of the Adviser. Mr. Ridley is deemed an interested trustee because of his material business relationships with the parent to the Adviser. 47 TRUSTEES AND OFFICERS OF THE STI CLASSIC VARIABLE TRUST (UNAUDITED) - -------------------------------------------------------------------------------- Term of Number of Portfolios Other Position(s) Office and in STI Classic Directorship Name, Address, Held with Length of Principal Occupation(s) Complex Overseen by Held by Age the Trust Time Served During Past 5 Years Board Member1 Board Member2 - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS (CONTINUED) - -------- JOHN MUNCH Vice November, Employed by SEI Investments (2001- N/A N/A One Freedom President 2001 present); Vice President and Valley Drive and Assistant Secretary of the Oaks, PA 19456 Assistant Administrator (2001-present); 32 Secretary General Counsel and Vice President of the Distributor (2003-present); Vice President and Assistant Secretary of the Distributor (2001- 2003); Associate, Howard Rice Nemerovski Canady Falk & Rabkin, a law firm (1998-2001); Associate, Seward & Kissel, a law firm (1996-1998). CORI DAGGETT Vice August, Employed by SEI Investments since 2003; N/A N/A One Freedom President 2003 Vice President and Assistant Secretary Valley Drive and of the Administrator (2003-present); Oaks, PA 19456 Assistant Associate at Drinker Biddle & Reath 42 Secretary (1998-2003). DOUGLAS Vice August, President, Chief Executive Officer and N/A N/A PHILLIPS President 2003 Chief Investment Officer of Trusco One Freedom and Capital Management, Inc. since its Valley Drive Assistant inception in November 1984. Oaks, PA 19456 Secretary 56 DEBORAH A. Vice November, Chief Compliance Officer and Vice N/A N/A LAMB President 2003 President of Trusco Capital Management, One Freedom and Inc. since March 2003 and President of Valley Drive Assistant Investment Industry Consultants, LLC Oaks, PA 19456 Secretary since June 2000. Director of Compliance 51 at INVESCO, Inc. from March 1995 to June 2000. KATHLEEN Vice November, Vice President and Manager of Special N/A N/A LENTZ President 2003 Entities in Financial Intelligence Unit One Freedom and of SunTrust Bank since 2002. Vice President Valley Drive Assistant of the Third Party Mutual Funds Unit of Oaks, PA 19456 Secretary SunTrust Bank from 1996 to 2002. 43 JOHN MUNERA Vice November, Middle Office Compliance Officer at SEI N/A N/A One Freedom President 2003 Investments since 2000. Supervising Examiner Valley Drive and at Federal Reserve Bank of Philadelphia Oaks, PA 19456 Assistant 1998-2000. 41 Secretary 48 TRUSTEES AND OFFICERS OF THE STI CLASSIC VARIABLE TRUST (UNAUDITED) - -------------------------------------------------------------------------------- Term of Number of Portfolios Other Position(s) Office and in STI Classic Directorship Name, Address, Held with Length of Principal Occupation(s) Complex Overseen by Held by Age the Trust Time Served During Past 5 Years Board Member1 Board Member2 - ------------------------------------------------------------------------------------------------------------------------------------ OFFICERS (CONCLUDED) - -------- WILLIAM E. Vice November, Vice President and Assistant Secretary N/A N/A ZITELLI, JR. President 2000 of the Administrator since August 2000. One Freedom and Vice President of the Distributor Valley Drive Assistant (2000-2003); Assistant Secretary of the Oaks, PA 19456 Secretary Distributor (2000-present). Vice President, 35 Merrill Lynch & Co. Asset Management Group (1998-2000). Associate at Pepper Hamilton LLP (1997-1998). JENNIFER Treasurer May, 2000 Director, SEI Investments Fund Accounting N/A N/A SPRATLEY, CPA and Accounting and Administration since 1999; 530 East CFO Audit Manager, Ernst & Young LLP (1991-1999). Swedesford Road Wayne, PA 19087 34 - -------------------------- 1 The "STI Classic Complex" consists of all registered investment companies for which Trusco Capital Management, Inc. serves as investment adviser. As of December 31, 2003, the STI Classic Complex consisted of 51 Funds. 2 Directorships of companies required to report to the U.S. Securities and Exchange Commission under the Securities Exchange Act of 1934 (i.e., "public companies") or other investment companies registered under the 1940 Act. 49 NOTES - -------------------------------------------------------------------------------- NOTES - -------------------------------------------------------------------------------- NOTES - -------------------------------------------------------------------------------- Investment Adviser: Trusco Capital Management, Inc. STI Classic Variable Trust Funds are not deposits, are not insured or guaranteed by the FDIC or any other government agency, and are not endorsed by and do not constitute obligations of SunTrust Banks, Inc. or any other of its affiliates. Investment in the Funds involves risk, including the possible loss of principal. There is no guarantee that any STI Classic Variable Trust Fund will achieve its investment objective. The STI Classic Variable Trust Funds are advised by Trusco Capital Management, Inc., an affiliate of SunTrust Banks, Inc. Distributor: SEI Investments Distribution Co. This information must be preceded or accompanied by a current prospectus for each fund described. ITEM 2. CODE OF ETHICS The registrant has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, comptroller or principal accounting officer, and any person who performs a similar function. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT (a)(1) The registrant's Board of Trustees has determined that the Board's Audit Committee does not have an "audit committee financial expert," as the Securities and Exchange Commission has defined that term. After carefully considering all of the factors involved in the definition of "audit committee financial expert," the Board determined that none of the members of the audit committee met all five qualifications in the definition, although some members of the Audit Committees met some of the qualifications. The Board also determined that while the Audit Committee members have general financial expertise, given the size and types of the STI Classic Variable Trust's funds, and in light of the nature of the accounting and valuation issues they have presented over the past several years, it did not appear that the Audit Committee members lacked any necessary skill to serve on the Audit Committee. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES Fees billed by PriceWaterhouseCoopers LLP Related to the Trust PriceWaterhouseCoopers LLP billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows: - ------------------ ----------------------------------------------------- ----------------------------------------------------- 2003 2002 - ------------------ ----------------------------------------------------- ----------------------------------------------------- All fees and All fees and All other fees All fees and All fees and All other fees services to the services to and services to services to the services to and services to Trust that were service service Trust that were service service pre-approved affiliates that affiliates that pre-approved affiliates that affiliates that were did not require were did not require pre-approved pre-approval pre-approved pre-approval - ------- ---------- ----------------- ----------------- ----------------- ----------------- ----------------- ----------------- (a) Audit $ 76,485 N/A $ 0 $ 71,697 N/A $ 0 Fees* - ------- ---------- ----------------- ----------------- ----------------- ----------------- ----------------- ----------------- (b) Audit- $ 10,500(1) $ 60,000(3) $ 771,250(4) $ 23,560(1)(2) $ 0 $2,685,000(5) Related Fees - ------- ---------- ----------------- ----------------- ----------------- ----------------- ----------------- ----------------- (c) Tax $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 Fees - ------- ---------- ----------------- ----------------- ----------------- ----------------- ----------------- ----------------- (d) All $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 Other Fees - ------- ---------- ----------------- ----------------- ----------------- ----------------- ----------------- ----------------- Notes: * Audit fees include amounts related to the audit of the registrant's annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. (1) Services related to security count examinations under Rule 17f-2 of the Investment Company Act for 2003 and 2002. (2) Services related to performance of agreed-upon procedures in connection with the Fund's N-14 for the merger of Quality Growth Stock Fund into the Capital Appreciation Fund in 2002. (3) Services related to the audit of the controls around custody operations at SunTrust Bank (SAS No. 70) in 2003. (4) Non-audit services relate principally to certain technical accounting advice on financial products of the Bank; Sarbanes-Oxley 404 implementation; and, tax compliance services to other entities controlled by SunTrust Banks, Inc. (5) Non-audit services relate principally to the implementation of management reporting system completed by PWC Consulting (now IBM) in 1Q02; controls and process reviews; and, tax compliance services to other entities controlled by SunTrust Bank. (e)(1) The registrant has adopted an Audit and Non-Audit Services Pre-Approval Policy, as follows: I. Statement of Principles As set forth in the chart below, the Sarbanes-Oxley Act of 2002 (the "Act"), and rules adopted by the Securities and Exchange Commission ("SEC") require that the Audit Committee of the Board of Trustees pre-approve all audit services and non-audit services provided to the STI Classic Funds and the STI Classic Variable Trust (the "Trusts") and their respective portfolios (the "Funds") by its independent accountant ("Auditor"),1 as well as non-audit services provided by the Auditor to the Funds' investment adviser and to affiliates of the adviser that provide ongoing services to the Funds ("Service Affiliates") if the services directly impact the Funds' operations and financial reporting. WHERE PRE-APPROVAL IS REQUIRED ----------------------------- ----------------------- ------------------------------------------ AUDIT SERVICE NON-AUDIT SERVICE ----------------------------- ----------------------- ------------------------------------------ Fund Yes Yes ----------------------------- ----------------------- ------------------------------------------ Adviser No Yes, if directly related to Fund operation and financial reporting ----------------------------- ----------------------- ------------------------------------------ Service Affiliate2 No Yes, if directly related to Fund operation and financial reporting ----------------------------- ----------------------- ------------------------------------------ The following policies and procedures govern the ways in which the Audit Committee will pre-approve audit and various types of non-audit services that the Auditor provides to the Trusts and to Service Affiliates. These policies and procedures do not apply in the case of audit services that the Auditor provides to Service Affiliates, nor do they apply to services that an audit firm other than the Auditor provides to such entities. These policies and procedures comply with the requirements for pre-approval, but also provide a mechanism by which management of the Trusts may request and secure pre-approval of audit and non-audit services in an orderly manner with minimal disruption to normal business operations. Pre-approval of non-audit services may be achieved through a combination of the procedures described in Sections II and VI below. II. Delegation As contemplated by the Act and applicable SEC rules, the Audit Committee hereby delegates to the Chairperson of the Audit Committee the authority to approve the engagement of the independent auditor to provide non-audit services as permitted by the Act, to the extent that such non-audit services are not pre-approved by the entire Audit Committee as set forth herein. The - ------------------------------- 1 The Audit Committee also is permitted to ratify the provision of inadvertent non-audit services, BUT ONLY IF: o the value of all such services do not exceed 5% of total revenues paid by the Fund, the Adviser and Service Affiliates to the Auditor in the fiscal year when services are provided;1 o the services were not recognized as non-audit services at the time they were provided; and o the services are promptly brought to the attention of the Audit Committee and approved prior to the completion of the audit. 2 A list of Service Affiliates is set out in Exhibit I, below. Chairman shall report, for informational purposes only, any pre-approval decisions to the Audit Committee at its next scheduled meeting. III. Audit Services The annual Audit services engagement scope and terms will be subject to the specific pre-approval of the Audit Committee. Audit services include the annual financial statement audit (including required rating agency reviews) and other procedures required to be performed by the independent auditor to be able to form an opinion on the Trusts' financial statements. The Audit Committee will monitor the Audit services engagement throughout the year and will also approve, if necessary, any changes in terms and conditions resulting from changes in audit scope, Fund structure or other items. The Audit Committee will pre-approve all Audit services for the Trusts. IV. Audit-related Services Audit-related services are assurance and related services that are reasonably related to the performance of the audit or review of the Trusts' financial statements or that are traditionally performed by the Auditor. The Audit Committee will pre-approve all Audit-related services for the Trusts. V. Tax Services Tax services to the Trusts include tax compliance, tax planning and tax advice. The Audit Committee will review all proposed tax related services to assure that their provision would not impair the independence of the Auditor. The Audit Committee will pre-approve all tax services for the Trusts. VI. All Other Services The Audit Committee believes, based on the SEC's rules prohibiting the independent auditor from providing specific non-audit services,3 that other types of non-audit services are permitted. Accordingly, the Audit Committee believes it may pre-approve those permissible non-audit services classified as All Other Services that it believes would not impair the independence of the auditor, and are consistent with the SEC's rules on auditor independence. The Audit Committee will pre-approve all other services for the Trusts. VII. Procedures Annually, the Audit Committee will review and approve the types of services to be provided by the Auditor and review the projected fees for the next fiscal year at a regularly scheduled meeting. That approval will acknowledge that the Audit Committee is in agreement with the specific types of services that the Auditor will be permitted to perform. If subsequent to the annual approval by the Audit Committee, the Funds' or the Trusts or any Service Affiliate seeks to engage the Auditor to perform a service that was not approved, the Auditor, upon learning of such proposed engagement, should submit the proposed engagement to the Trusts' [Treasurer or the Adviser] and if the service fits within the independence guidelines, the [Treasurer or the Adviser] will arrange for a discussion of the service to be included on the agenda for the next regularly scheduled Audit Committee meeting so that specific approval can be obtained. If the timing of the project is critical and the project needs to commence before the regularly scheduled meeting, the specific pre-approval by the Chairperson of the Audit Committee must be obtained before any services are provided. The [Treasurer or the Adviser] will arrange this. The Auditor must not commence any such project until specific approval has been given. VIII. Recordkeeping The Trusts shall maintain a written record of all decisions made by the Audit Committee or by the Chairperson of the Audit Committee pursuant to these procedures, together with appropriate supporting material. In connection with the ratification of any inadvertent non-audit services, a record shall be made indicating that each of the conditions for this exception to the pre- - ------------------------------- 3 A list of specific prohibited non-audit services is set out in Exhibit II, below. approval requirement has been satisfied.4 IX. Amendment The Audit Committee may review and amend these policies and procedures from time to time, as it deems appropriate. EXHIBIT 1 - SERVICE AFFILIATES SUBJECT TO PRE-APPROVAL OF NON-AUDIT SERVICES o Trusco Capital Management, Inc. o SunTrust Banks, Inc. o SunTrust Securities Inc. o SunTrust Robinson Humphrey o [any other affiliates that provide services to the Trusts] EXHIBIT 2 - PROHIBITED NON-AUDIT SERVICES o Bookkeeping or other services related to the accounting records or financial statements of the audit client o Financial information systems design and implementation o Appraisal or valuation services, fairness opinions or contribution-in-kind reports o Actuarial services o Internal audit outsourcing services o Management functions o Human resources o Broker-dealer, investment adviser or investment banking services o Legal services o Expert services unrelated to the audit (e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows: ---------------------------- ----------------- ---------------- 2003 2002 ---------------------------- ----------------- ---------------- Audit-Related Fees 0 % 0 % ---------------------------- ----------------- ---------------- Tax Fees 0 % 0 % ---------------------------- ----------------- ---------------- All Other Fees 0 % 0 % ---------------------------- ----------------- ---------------- (f) Not applicable (g) The aggregate non-audit fees and services billed by PriceWaterhouseCoopers LLP for the last two fiscal years were $841,750 for 2003 and $2,708,560 for 2002. (h) At a meeting of the Audit Committee held on February 20, 2004, the registrant's Audit Committee of the Board of Trustees considered whether the provision of non-audit services that were rendered to the registrant's investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7) (ii) of Rule 2-01 of Regulation S-X are compatible with maintaining the principal accountant's independence. - ------------------------------- 4 See footnote 1 herein. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS Not applicable. ITEM 6. (RESERVED) ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES Not applicable. ITEM 8. PURCHASERS OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT COMPANY AND AFFILIATED PURCHASERS Not applicable. ITEM 9. CONTROLS AND PROCEDURES (a) The certifying officers, whose certifications are included herewith, have evaluated the registrant's disclosure controls and procedures within 90 days of the filing date of this report. In their opinion, based on their evaluation, the registrant's disclosure controls and procedures are adequately designed, and are operating effectively to ensure, that information required to be disclosed by the registrant in the reports it files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. (b) There were no significant changes in the registrant's internal control over financial reporting that occurred during the registrant's last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEMS 10. EXHIBITS (a)(1) Code of Ethics attached hereto. (a)(2) A separate certification for the principal executive officer and the principal financial officer of the registrant as required by Rule 30a-2(a) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(a)), are filed herewith. (b) Officer certifications as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended (17 CFR 270.30a-2(b)) also accompany this filing as an Exhibit. SIGNATURES Pursuant to the requirements of the securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) STI Classic Variable Trust By (Signature and Title)* /s/ James F. Volk ------------------------ James F. Volk, President Date 02/17/04 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ James F. Volk ------------------------ James F. Volk, President Date 02/17/04 By (Signature and Title)* /s/ Jennifer Spratley ------------------------ Jennifer Spratley, CFO Date 02/17/04 o Print the name and title of each signing officer under his or her signature.