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 811-03833 MAINSTAY VP SERIES FUND, INC. (Exact name of Registrant as specified in charter) 51 Madison Avenue, New York, NY 10010 (Address of principal executive offices) (Zip code) Marguerite E. H. Morrison, Esq. 51 Madison Avenue New York, New York 10010 (Name and address of agent for service) Registrant's telephone number, including area code: (973) 394-4437 Date of fiscal year end: December 31 Date of reporting period: 1/1/04-12/31/04 ITEM 1. REPORTS TO STOCKHOLDERS. LETTER FROM THE CHAIRMAN Throughout most of 2004, the U.S. stock market was relatively volatile. Equities gained and lost ground several times, trading in a range until the November presidential election. After the election, stocks generally advanced until the end of the year. Many factors affected the ups and downs of the market. Early in 2004, economic signals were mixed. In April, firming economic indicators and concern about possible inflation caused interest rates to rise in anticipation of Federal Reserve tightening. At the end of June, the Federal Open Market Committee raised the targeted federal funds rate by 25 basis points to 1.25%. Four additional 25-basis-point tightening moves brought the targeted federal funds rate to 2.25% by year-end. For a brief period in 2004, the price of oil exceeded $50 per barrel. Although inflation increased during the year, it generally remained contained. The U.S. trade deficit widened, and the value of the U.S. dollar continued to fall relative to most foreign currencies. With only a few exceptions, international stock markets provided strong double-digit returns. High-yield bonds and emerging market debt also showed strong overall performance in 2004. The year was marred by continuing hostilities in Iraq, a terrorist attack in Madrid, major drug recalls, and a celebrity insider-trading conviction. Of greater concern to investors, however, was the uncertainty surrounding the presidential election. Once the votes were counted and the winner was clear, the stock market climbed to its high point for the year. Throughout 2004, each Portfolio of the MainStay VP Series Fund, Inc. pursued its objective by consistently seeking to apply the rigorous investment disciplines outlined in the prospectus. We believe that consistent application of a well-defined investment approach can help shareholders better understand their investment results and respond more appropriately when the economy shifts or the market changes direction. The reports that follow discuss in greater detail the market conditions and management decisions that affected the Portfolios in 2004. We are pleased that you have selected MainStay VP Series Fund, Inc., as part of your long-term financial strategy, and we look forward to serving your investment needs for many years to come. Sincerely, /s/ GARY E. WENDLANDT Gary E. Wendlandt Chairman of the Board and Chief Executive Officer MainStay VP Series Fund, Inc. January 2005 www.mainstayfunds.com M-1 DEFINITION OF INDICES THE INFORMATION BELOW IS AN EXPLANATION OF THE VARIOUS INDICES AND REFERENCES COMMONLY CITED THROUGHOUT THE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISONS AND PORTFOLIO MANAGER COMMENTARIES (PAGES M-4 THROUGH M-87) IMMEDIATELY FOLLOWING THIS SECTION. PLEASE USE THIS AS A REFERENCE. PLEASE NOTE THAT AN INVESTMENT CANNOT BE MADE DIRECTLY INTO AN INDEX OR AN AVERAGE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. RESULTS FOR SECURITIES INDICES ASSUME REINVESTMENT OF ALL INCOME AND CAPITAL GAINS. Securities in each Portfolio will not precisely match those in the Index, and as a result, performance of the Portfolio will differ. CREDIT SUISSE FIRST BOSTON(TM) CONVERTIBLE SECURITIES INDEX is an unmanaged index that generally includes 250-300 issues. Convertibles must have a minimum issue size of $50 million; bonds and preferreds must be rated B- or better by Standard & Poor's; and preferreds must have a minimum of 500,000 shares outstanding. Eurobonds are also included if they are issued by U.S.-domiciled companies, rated B- or higher by Standard & Poor's, and have an issue size greater than $100 million. CREDIT SUISSE FIRST BOSTON(TM) HIGH YIELD INDEX is an unmanaged market-weighted index that includes publicly traded bonds rated below BBB by Standard & Poor's and below Baa by Moody's. The Index assumes reinvestment of all distributions and interest payments and does not take into account brokerage fees or taxes. LEHMAN BROTHERS(R) AGGREGATE BOND INDEX (the "Aggregate Index") is an unmanaged index that includes the following other unmanaged Lehman Brothers(R) indices: the Government Index, the Corporate Index, the Mortgage-Backed Securities Index, and the Asset-Backed Securities Index. To qualify for inclusion in the Aggregate Index, securities must be investment-grade quality or higher, have at least one year to maturity, and have an outstanding par value of at least $150 million. LEHMAN BROTHERS(R) GOVERNMENT BOND INDEX is an unmanaged index comprised of U.S. government and agency issues as well as investment-grade fixed-rate debt securities. LIPPER INC. is an independent fund performance monitor. Results are based on total returns with all dividend and capital-gain distributions reinvested. LIPPER MONEY MARKET FUNDS INDEX tracks the performance of the 30 largest money-market funds, adjusted for the reinvestment of capital gain and income distributions. You cannot invest directly in an index. LIPPER VARIABLE INSURANCE PRODUCTS PERFORMANCE ANALYSIS SERVICE (L-VIPPAS) ranks the portfolios that invest in the separate accounts of insurance companies. Its rankings are based on total returns with dividends and capital gains reinvested. Results do not reflect any deduction of sales charges. MERRILL LYNCH ALL CONVERTIBLE SECURITIES INDEX is a market-capitalization weighted index of domestic corporate convertible securities. In order to be included in the Index, bonds and preferred stocks must be convertible only to common stock and have a market value or original par value of at least $50 million. MERRILL LYNCH CORPORATE AND GOVERNMENT MASTER INDEX is an unmanaged index consisting of issues of the U.S. government and its agencies as well as investment-grade corporate securities. MORGAN STANLEY CAPITAL INTERNATIONAL EUROPE, AUSTRALASIA, AND FAR EAST INDEX--THE MSCI EAFE(R) INDEX--is an unmanaged free float-adjusted market-capitalization index that is designed to measure developed-market equity performance, excluding the United States and Canada. As of December 2003, the MSCI EAFE(R) Index consisted of the following 21 developed-market country indices: Australia, Austria, Belgium, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Italy, Japan, the Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom. RUSSELL 1000(R) INDEX is an unmanaged index that measures the performance of the 1,000 largest companies in the Russell 3000(R) Index based on total market capitalization. The Index does not reflect fees or expenses. RUSSELL 1000(R) GROWTH INDEX is an unmanaged index that measures the performance of those Russell 1000(R) companies with higher price-to-book ratios and higher forecasted growth values. The Index does not reflect fees or expenses. RUSSELL 1000(R) VALUE INDEX is an unmanaged index that measures the performance of those Russell 1000(R) companies with lower price-to-book ratios and lower forecasted growth values. The Index does not reflect fees or expenses. RUSSELL 2000(R) INDEX is an unmanaged index that measures the performance of the 2,000 smallest companies in the Russell 3000(R) Index. The Index does not reflect fees or expenses. RUSSELL 2000(R) GROWTH INDEX is an unmanaged index that measures the performance of those Russell 2000(R) companies with higher price-to-book ratios and higher forecasted growth values. The Index does not reflect fees or expenses. RUSSELL 2000(R) VALUE INDEX is an unmanaged index that measures the performance of those Russell 2000(R) compa- M-2 MainStay VP Series Fund, Inc. nies with lower price-to-book ratios and lower forecasted growth values. The Index does not reflect fees or expenses. RUSSELL 2500(TM) GROWTH INDEX is an unmanaged index that measures the performance of those Russell 2500(TM) companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2500(TM) Index measures the performance of the 2,500 smallest companies in the Russell 3000(R) Index. The Index does not reflect fees or expenses. RUSSELL 3000(R) INDEX is an unmanaged index that measures the performance of the 3,000 largest U.S. companies based on total market capitalization. The Index does not reflect fees or expenses. RUSSELL MIDCAP(R) INDEX is an unmanaged index that measures the performance of the 800 smallest companies of the Russell 1000(R) Index. The Index does not reflect fees or expenses. RUSSELL MIDCAP(R) GROWTH INDEX is an unmanaged index that measures the performance of those Russell Midcap(R) companies with higher price-to-book ratios and high forecasted growth values. The stocks are also members of the Russell 1000(R) Growth Index. The Index does not reflect fees or expenses. RUSSELL MIDCAP(R) VALUE INDEX is an unmanaged index that measures the performance of those Russell Midcap(R) companies with lower price-to-book ratios and lower forecasted growth values. The stocks are also members of the Russell 1000(R) Value Index. The Index does not reflect fees or expenses. S&P 500/BARRA VALUE(R) INDEX is an unmanaged capitalization-weighted index of all stocks in the S&P 500(R) Index that have higher book-to-price ratios. It is designed so that approximately 50% of the market capitalization of the S&P 500(R) Index is in the S&P 500/Barra Value(R) Index. S&P MIDCAP 400(R) INDEX is an unmanaged market-value weighted index that consists of 400 domestic common stocks chosen for market size, liquidity, and industry-group representation and is generally considered representative of the market for domestic midcap stocks. Results assume reinvestment of all income and capital gains. STANDARD AND POOR'S 500 COMPOSITE STOCK PRICE INDEX(R) AND S&P 500(R) INDEX are registered trademarks of The McGraw-Hill Companies, Inc. The product is not sponsored, endorsed, sold, or promoted by Standard & Poor's Corporation. The S&P 500(R) Index is an unmanaged index and is widely regarded as the standard for measuring large-cap U.S. stock-market performance. TOTAL RETURN CORE COMPOSITE INDEX is an unmanaged index that is comprised of the Russell 1000(R) Index and the Lehman Brothers(R) Aggregate Bond Index weighted 60%/40%, respectively. TOTAL RETURN GROWTH COMPOSITE INDEX is an unmanaged index that is comprised of the Russell 1000(R) Growth Index and the Lehman Brothers(R) Aggregate Bond Index, weighted 60%/40%, respectively. www.mainstayfunds.com M-3 MAINSTAY VP BOND PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - --------------------------------------------------------- After Portfolio operating expenses 4.09% 7.41% 7.35% </Table> (After Portfolio operating expenses) <Table> <Caption> MERRILL LYNCH CORPORATE MAINSTAY VP BOND AND GOVERNMENT MASTER LEHMAN BROTHERS PORTFOLIO INDEX AGGREGATE BOND INDEX ---------------- ----------------------- -------------------- 12/31/94 10000 10000 10000 11831 11898 11847 12073 12252 12278 13238 13450 13463 14445 14732 14632 14224 14429 14512 15621 16153 16199 17068 17514 17567 18687 19431 19369 19532 20313 20164 12/31/04 20331 21156 21038 </Table> <Table> -- MainStay VP Bond Portfolio -- Lehman Brothers Aggregate Bond Index -- Merrill Lynch Corporate and Government Master Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - --------------------------------------------------------- After Portfolio operating expenses 3.83% 7.14% 7.08% </Table> (After Portfolio operating expenses) <Table> <Caption> MERRILL LYNCH CORPORATE MAINSTAY VP BOND AND GOVERNMENT MASTER LEHMAN BROTHERS PORTFOLIO INDEX AGGREGATE BOND INDEX ---------------- ----------------------- -------------------- 12/31/94 10000 10000 10000 11800 11898 11847 12010 12252 12278 13135 13450 13463 14296 14732 14632 14041 14429 14512 15381 16153 16199 16765 17514 17567 18309 19431 19369 19090 20313 20164 12/31/04 19822 21156 21038 </Table> <Table> -- MainStay VP Bond Portfolio -- Lehman Brothers Aggregate Bond Index -- Merrill Lynch Corporate and Government Master Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARKS YEAR YEARS YEARS Lehman Brothers Aggregate Bond Index* 4.34% 7.71% 7.72% Merrill Lynch Corporate and Government Master Index* 4.15 7.95 7.78 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/4/03, includes the historical performance of the Initial Class shares from 1/1/95 through 6/3/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-4 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP BOND PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,041.20 $2.77 $1,022.30 $2.75 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,039.95 $4.05 $1,021.05 $4.01 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> U.S. Government & Federal Agencies 52.3% Corporate Bonds 34.6 Short-Term Investments 15.0 Foreign Corporate Bonds 5.3 Asset-Backed Securities 3.1 Mortgage-Backed Security 2.1 Liabilities in Excess of Cash and Other Assets -12.4 </Table> See Portfolio of Investments on page M-92 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Federal Home Loan Mortgage Corporation (Mortgage Pass-Through Security) 5.00%, due 2/15/35 TBA 2. Federal Home Loan Mortgage Corporation (Mortgage Pass-Through Security) 5.50%, due 2/15/34 TBA 3. United States Treasury Note 3.50%, due 12/15/09 4. Federal National Mortgage Association (Mortgage Pass-Through Security) 5.50%, due 9/1/33 5. Federal Home Loan Mortgage Corporation (Mortgage Pass-Through Security) 6.00%, due 8/1/34 6. United States Treasury Note 4.25%, due 11/15/14 7. Morgan Stanley Capital I Series 2004-HQ3 Class A4 4.80%, due 1/13/41 8. Federal Home Loan Bank 3.625%, due 11/14/08 9. Federal National Mortgage Association (Mortgage Pass-Through Securities) 6.00%, due 2/15/34 TBA 10. Federal National Mortgage Association (Mortgage Pass-Through Securities) 5.00%, due 1/1/18 </Table> www.mainstayfunds.com M-5 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Donald F. Serek and Thomas Volpe, Jr., of New York Life Investment Management LLC. MAINSTAY VP BOND PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? We seek to achieve strong, consistent investment results by following a well-defined, fundamental value-oriented approach. The core principles of our investment philosophy are: maintain a long-term focus, avoid macro forecasting bets, and diversify. The Portfolio normally invests 80% of its assets in bonds, which include all types of debt securities. At least 65% of the Portfolio's total assets are rated Baa or better by Moody's(1) or BBB or better by Standard & Poor's at the time of purchase, or if unrated, are deemed by the manager to be of comparable quality. The Portfolio's investment process may include consideration of economic cycles, interest-rate trends, and fundamental and technical analysis. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Bond Portfolio returned 4.09% for Initial Class shares and 3.83% for Service Class shares. Both share classes underperformed the 4.22% return of the average Lipper* Variable Products Corporate Debt A Rated Portfolio over the same period. Both share classes also underperformed the Lehman Brothers(R) Aggregate Bond Index,* the Portfolio's benchmark, which returned 4.34% for the 12 months ended December 31, 2004. WHAT SIGNIFICANT FACTORS INFLUENCED THE BOND MARKETS IN 2004? The bond markets were primarily affected by the changing economic outlook. Interest rates rose and declined several times during the year as the market's consensus outlook for growth changed. When the outlook for the economy was bullish, rates generally went up. When the outlook for the economy was bearish, rates generally went down. On June 30, 2004, the Federal Open Market Committee raised the targeted federal funds rate for the first time since 2000. By year-end, the Federal Open Market Committee had raised the targeted federal funds rate an additional four times, for a cumulative increase of 125 basis points. The targeted federal funds rate began 2004 at 1.00% and ended the year at 2.25%. Corporate-bond yield spreads also closely tracked the economic outlook. When the outlook for the economy was more favorable, corporate-bond yield spreads contracted, which increased valuation. When the outlook was less favorable, corporate bond spreads widened, which lowered valuation. WAS THE PORTFOLIO'S PERFORMANCE AFFECTED BY ITS DURATION POSITIONING DURING THE YEAR? Not really. We maintained a relatively neutral duration strategy during the year. As a result, duration had minimal impact on the Portfolio's performance relative to that of its benchmark. HOW DID YOU POSITION THE PORTFOLIO DURING 2004? Relative to the Lehman Brothers(R) Aggregate Bond Index,* the Portfolio maintained a market weight in mortgage-backed securities, an underweighted position in U.S. government and agency securities, and an overweighted position in corporate bonds. The overweighted position in credit had a favorable impact on the Portfolio's returns, since corporate bond valuations increased relative to U.S. Treasuries during 2004. WHAT IS YOUR STRATEGIC OUTLOOK GOING FORWARD? The year ahead has the makings to be one of the more challenging periods for market-outlook assessment. Many market observers expect that the economy will slow modestly to a more sustainable range of 3% to 3.5% and that the Federal Open Market 1. Bonds rated Baa by Moody's Investors Service are considered by Moody's to be medium-grade obligations (i.e., obligations that Moody's believes are neither highly protected nor poorly secured). It is Moody's opinion that interest payments and principal security appear adequate for the present, but that certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Moody's believes that such bonds lack outstanding investment characteristics and that they in fact have speculative characteristics as well. Debt rated BBB by Standard & Poor's is deemed by Standard & Poor's to exhibit adequate protection parameters. It is the opinion of Standard & Poor's, however, that adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation than would be the case for debt in higher-rated categories. When applied to Portfolio holdings, ratings are based solely on the creditworthiness of the bonds in the Portfolio and are not meant to represent the security or safety of the Portfolio. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-6 MainStay VP Series Fund, Inc. Committee will continue to reduce its accommodative monetary policy by raising the targeted federal funds rate. It is more difficult to say what will happen to corporate and mortgage-backed security valuations. In 2004, credit spreads rallied to their tightest level since 1998--a fact that led many to question whether spreads could continue to tighten, particularly with the aggressive pricing of mortgage-backed securities. We expect fundamentals, technicals, and event risk to continue to drive of spreads in 2005, as they did in 2004. In the absence of substantial merger-and- acquisition activity, we expect corporate new-issue supply to remain at the same level we saw in 2004 (or about 25% lower than 2003 on a year-over-year basis). This clearly bodes well for the strong supply/demand landscape in credit to continue into 2005. Although fundamental credit improvement is near its peak and idiosyncratic risk is omnipresent, we expect that the strength of technical demand for credit will keep credit spreads relatively tight over the near term. In such an environment, security selection is of paramount importance, particularly since the market is differentiating less among corporate issuers. In the mortgage-backed securities market, we expect supply to remain light, even if the Treasury yield curve flattens. We believe that with the emergence of the hybrid ARM market, volatility is less likely to rise. This type of mortgage-backed security generally has a shorter duration and has a more predictable response to interest-rate changes than traditional mortgage-backed securities. As a result, the need for certain kinds of hedging is reduced. In the absence of an unanticipated significant increase in volatility, we expect mortgage-backed security spreads to remain near their levels at year-end 2004. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-7 MAINSTAY VP CAPITAL APPRECIATION PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ---------------------------------------------------------- After Portfolio operating expenses 4.16% -8.91% 8.02% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP CAPITAL RUSSELL 1000 GROWTH APPRECIATION PORTFOLIO S&P 500 INDEX INDEX ---------------------- ------------- ------------------- 12/31/94 10000 10000 10000 13578 13758 13718 16124 16917 16889 19911 22561 22039 27504 29008 30569 34494 35112 40705 30798 31915 31578 23647 28122 25128 16357 21907 18122 20773 28190 23513 12/31/04 21636 31258 24994 </Table> <Table> -- MainStay VP Capital Appreciation -- Russell 1000 Growth Index Portfolio -- S&P 500 Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ---------------------------------------------------------- After Portfolio operating expenses 3.90% -9.14% 7.75% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP CAPITAL RUSSELL 1000 GROWTH APPRECIATION PORTFOLIO S&P 500 INDEX INDEX ---------------------- ------------- ------------------- 12/31/94 10000 10000 10000 13544 13758 13718 16043 16917 16889 19759 22561 22039 27224 29008 30569 34050 35112 40705 30316 31915 31578 23219 28122 25128 16021 21907 18122 20297 28190 23513 12/31/04 21088 31258 24994 </Table> <Table> -- MainStay VP Capital Appreciation -- Russell 1000 Growth Index Portfolio -- S&P 500 Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARKS YEAR YEARS YEARS Russell 1000(R) Growth Index* 6.30% -9.29% 9.59% S&P 500(R) Index* 10.88 -2.30 12.07 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from 1/1/95 through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-8 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP CAPITAL APPRECIATION PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,030.25 $3.32 $1,021.75 $3.30 - ------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,029.00 $4.59 $1,020.50 $4.57 - ------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 99.1% Short-Term Investments (collateral from securities lending is 2.1%) 2.3 Liabilities in Excess of Cash and Other Assets -1.4 </Table> See Portfolio of Investments on page M-101 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. UnitedHealth Group, Inc. 2. American Express Co. 3. FedEx Corp. 4. Dell, Inc. 5. Danaher Corp. 6. Wellpoint Health Networks, Inc. 7. Caremark Rx, Inc. 8. Johnson & Johnson 9. Coach, Inc. 10. United Technologies Corp. </Table> www.mainstayfunds.com M-9 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Rudolph C. Carryl and Edmund C. Spelman of MacKay Shields LLC. MAINSTAY VP CAPITAL APPRECIATION PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests in securities of U.S. companies with sound fundamental growth characteristics. We are very mindful of investor sentiment surrounding any potential investment. We also seek situations where a potential future catalyst could drive a company's stock price higher or fuel an acceleration in earnings growth. Changes in management, new-product launches, rising consumer demand, and the emergence of a favorable macroeconomic trend are good examples of the kinds of catalysts we consider. We may sell a security if we no longer believe that the fundamentals are in place to drive the stock higher within a reasonable time frame. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Capital Appreciation Portfolio returned 4.16% for Initial Class shares and 3.90% for Service Class shares. Both share classes underperformed the 8.04% return of the average Lipper* Variable Products Large-Cap Growth Portfolio over the same period. Both share classes underperformed the 6.30% return of the Russell 1000(R) Growth Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT KEY FACTORS INFLUENCED THE EQUITY MARKETS DURING THE YEAR? Arguably the biggest factor was a 34% rise in the price of crude oil, which has stoked inflation fears and has the potential to put a damper on consumer spending. Another factor that impacted the markets during the year was the beginning of a new tightening cycle by the Federal Reserve. Fortunately, the Federal Open Market Committee is raising rates at a truly measured pace. Investors continue to monitor reports from the Middle East--in particular, news coming out of Iraq--since this news influences the price of oil. During 2004, the employment market staged a modest recovery, which was welcome news to the investment community. Annualized growth in gross domestic product remained in the range of 3.1% to 4.5% throughout the year,(1) suggesting the U.S. economy remains on solid footing. The fact that interest rates remain at historically low levels is noteworthy, since low interest rates have helped fuel consumer spending. WHICH INDIVIDUAL SECURITIES HAD THE GREATEST POSITIVE IMPACT ON THE PORTFOLIO'S PERFORMANCE IN 2004? UnitedHealth Group is a leading provider of products and resources to plan and administer employee-health-benefit plans. The company recently allied with top-tier regional health plans and plan administrators, which has led to network savings and an acceleration in membership growth. These factors had a positive impact on the company's bottom line growth, which helped fuel gains in UnitedHealth Group's stock in 2004. Caremark Rx, a leading provider of prescription-benefit-management and therapeutic pharmaceutical services, was weighed down most of the year by concerns that John Kerry might become president and make dramatic changes to the U.S. health care system. Certainly any significant changes would have had a meaningful impact on Caremark Rx's business. From Bush's reelection on November 2 through year-end 2004, the price of the company's stock rallied 38%. FedEx, a leading package delivery company, was another big gainer during the year. The company appears to be gaining share in the ground market from its closest competitor, United Parcel Service. In addition, FedEx reported very strong earnings growth throughout the year. In the second half of 2004, the company posted earnings growth of 55% year-over-year, which helped FedEx stock advance. Symantec is a leading provider of Internet-security software. While the information technology sector as a whole has struggled to grow, security software remains one of the few bright spots. Symantec has capitalized on this strength, and the company's fundamentals and stock price have reacted accordingly. WHICH STOCKS DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? VERITAS Software, a leading vendor of enterprise storage-management products, suffered in 2004 on concerns about accounting irregularities. After reaching a 52-week high in mid-January of 2004, the stock traded down and finally bottomed in early September. In early July, the company missed consensus sales expectations, prompting further concerns that the company was losing share to close competitors in the U.S. market. The stock staged a meaningful rebound 1. This range includes advance estimates from the Bureau of Economic Analysis for fourth-quarter 2004 real gross domestic product. Estimates are subject to revision. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-10 MainStay VP Series Fund, Inc. when investors were encouraged by the company's decision to reorganize around product groups. The company also beat analysts' expectations for the third quarter of 2004 by a penny. New York Community Bancorp is a bank holding company that owns New York Community Bank. In 2004, New York Community Bancorp declined sharply on concerns about the impact of rising interest rates on New York Community Bank's variable-rate debt. Seeing the potential for margin contraction, we sold the stock in October. Intel is a leading manufacturer of semiconductors and related products. At the beginning of the year, the market correctly anticipated a slowdown in semiconductor demand in the second half of 2004. This downturn resulted in cancelled orders, rising channel inventories, and falling prices. Analysts' consensus estimates called for 7% bottom-line growth in 2005, and this tepid earnings outlook weighed heavily on Intel's stock in 2004. After hitting a 52-week low in September 2004, however, the stock recently traded up as analysts began to reconsider their estimates of the company's earnings potential. Texas Instruments is a leading manufacturer of semiconductors and related products. The company's stock was hurt by a widespread sell-off in semiconductor stocks in 2004. Since the pressure on semiconductor stocks has abated, shares of Texas Instruments moved well ahead of a 52-week low reached in early August. Analysts' consensus estimates have called for a 10% rise in Texas Instruments' earnings in 2005. WERE THERE ANY SIGNIFICANT PURCHASES DURING 2004? During the year, we added Harmon International, Brunswick, Coach, Centex, D.R. Horton, Nike, Quest Diagnostics, Fisher Scientific, Gilead Sciences, and L-3 Communications Holdings to the Portfolio. WHICH SECURITIES DID YOU SELL DURING THE YEAR? We sold Marsh & McLennan, Bank of America, Gannett, Sysco, IAC/InterActiveCorp, Viacom, Colgate-Palmolive, Clear Channel Communications, Coca-Cola, Forest Laboratories, International Game Technologies, Wal-Mart Stores, Baxter International, Cardinal Health, HCA, Medtronic, Pfizer, and Fifth Third Bancorp in 2004. HOW DID THE PORTFOLIO'S SECTOR WEIGHTINGS CHANGE OVER THE 12-MONTH REPORTING PERIOD? The Portfolio uses bottom-up stock selection, and all sector weightings are a residual of the Portfolio's rigorous investment discipline. We increased the Portfolio's weighting in the consumer discretionary, energy, and industrials sectors during the year and decreased the Portfolio's weighting in the consumer staples, financials, health care, information technology, and materials sectors. HOW DID THIS COMPARE WITH THE RUSSELL 1000(R) GROWTH INDEX?* Relative to the Russell 1000(R) Growth Index,* the Portfolio began 2004 overweighted in the consumer discretionary, energy, and materials sectors. The Portfolio was market weighted in the information technology and industrials sectors and underweighted in the consumer staples, financials, and health care sectors. The Portfolio did not have any holdings in the telecommunications services or utilities sectors. As of December 31, 2004, the Portfolio was overweighted relative to the Index in the consumer discretionary, energy, industrials, and materials sectors. At year-end, the Portfolio was underweighted in the consumer staples, financials, health care, and information technology sectors. The Portfolio did not have any holdings in the telecommunications services or utilities sectors. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO IN THE COMING MONTHS? With the uncertainty of the presidential election now behind us, we expect investors to refocus their attention on company fundamentals, which on balance remain fairly strong as we move into the new year. Although high energy prices, rising interest rates, and the specter of rising inflation remain risk factors, we believe that a combination of historically low interest rates, moderate economic growth, and strengthening employment should help to drive stocks higher in 2005. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-11 MAINSTAY VP CASH MANAGEMENT PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS(1) YEAR YEARS YEARS - --------------------------------------------------------- After Portfolio operating expenses 0.85% 2.53% 3.84% 7-DAY CURRENT YIELD -- 1.72% </Table> After Portfolio operating expenses <Table> <Caption> MAINSTAY VP CASH MANAGEMENT LIPPER MONEY MARKET FUND PORTFOLIO INDEX --------------------------- ------------------------ 12/31/94 10000 10000 10559 10553 11083 11082 11664 11651 12269 12246 12862 12826 13641 13588 14165 14105 14357 14291 14452 14380 12/31/04 14575 14491 </Table> <Table> -- MainStay VP Cash Management Portfolio -- Lipper Money Market Fund Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARK YEAR YEARS YEARS Lipper Money Market Fund Index* 0.78% 2.47% 3.78% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. As of 12/31/04, MainStay VP Cash Management Portfolio had an effective 7-day yield of 1.73% and current yield of 1.72%. These yields reflect certain expense limitations. Had these expense limitations not been in effect, the effective 7-day yield and the current 7-day yield would have been 1.73% and 1.72% respectively. These expense limitations are voluntary and may be terminated or revised at any time. The current yield is more reflective of the Portfolio's earnings than the total return. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-12 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP CASH MANAGEMENT PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,005.65 $2.77 $1,022.25 $2.80 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> U.S. Government& Federal Agencies 57.3% Commercial Paper 44.0 Medium-Term Notes 7.3 Corporate Bond 1.3 Bank Note 1.1 Liabilities in Excess of Cash and Other Assets -11.0 </Table> See Portfolio of Investments on page M-108 for specific holdings within these categories. www.mainstayfunds.com M-13 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Claude Athaide, Ph.D., CFA, of MacKay Shields LLC. MAINSTAY VP CASH MANAGEMENT PORTFOLIO CAN YOU BRIEFLY DESCRIBE MAINSTAY VP CASH MANAGEMENT PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests in short-term dollar-denominated securities that mature in 397 days or less. The weighted average Portfolio maturity will not exceed 90 days. The Portfolio may invest in U.S. government securities; bank and bank holding company obligations, such as CDs and bankers' acceptances; commercial paper; and dollar-denominated loans to U.S. and foreign issuers and securities of foreign branches of U.S. banks and foreign banks, such as negotiable CDs, also known as Eurodollars. These securities may be variable-rate notes, floating-rate notes, mortgage-related securities, or asset-backed securities. To help mitigate the risk of loss, all securities purchased by the Portfolio must meet the requirements of Rule 2a-7 under the Investment Company Act of 1940. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the seven-day period ended December 31, 2004, MainStay VP Cash Management Portfolio Initial Class shares provided a current yield of 1.72% and an effective yield of 1.73%. For the 12 months ended December 31, 2004, the Portfolio returned 0.85%. The Portfolio outperformed the 0.83% return of the average Lipper* Variable Products Money Market Portfolio for the 12-month period. The Portfolio also outperformed the 0.78% return of the Lipper Money Market Fund Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT MAJOR FACTORS AFFECTED THE MONEY MARKET DURING 2004? Real gross domestic product grew at a 3.7% rate during 2004. The first two years of the recovery from the 2001 recession were characterized by lackluster employment gains. For the three months that began in March 2004, U.S. payrolls expanded strongly, adding almost 900,000 jobs. Employment growth moderated during the next few months before picking up in the fall. In all, payrolls increased by more than 2.3 million in 2004. In the spring of 2004, markets were surprised by higher-than-expected data for the Consumer Price Index, or CPI. Strong employment and inflation data in the spring helped send interest rates sharply higher. The yield on the two-year Treasury note rose from 1.46% in late March to 2.93% in June 2004. When job creation slowed during the summer and inflation statistics remained benign, yields declined. In June 2004, the Federal Open Market Committee raised the targeted federal funds from 1.00% to 1.25%. This was the first increase in the targeted federal funds rate since May 2000. The Federal Open Market Committee continued to raise the targeted federal funds rate in 25-basis-point increments four more times during the second half of 2004. Because the Federal Reserve gave no indication that it would pause--even temporarily--in raising the targeted federal funds rate, yields on short-term instruments kept rising. The yield on the two-year Treasury note increased 50 basis points during the last two months of the year to 3.07%. On December 31, 2004, the yield on the three-month Treasury bill was 2.23%, while three-month LIBOR was 2.56%. HOW WAS THE PORTFOLIO POSITIONED DURING 2004? The Portfolio invested in securities issued by the U.S. Treasury and government-sponsored agencies, and securities rated Tier 1 that are issued by finance, insurance, brokerage, and industrial companies, as well as banks and bank holding companies. Tier 1 securities are securities in the highest rating category of major rating agencies. The Portfolio's duration was longer than that of the average peer portfolio during 2004. In the second half of the year, however, this stance had a negative impact on performance because securities in the Portfolio were reinvested into higher-yielding instruments at a slower rate than securities in portfolios with shorter durations. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO IN 2005? The minutes of the December 2004 Federal Open Market Committee meeting were released in early January. The minutes revealed that several members were worried that inflationary pressures were building up in the economy. Some members also felt that the current level of rates was generating excess liquidity, which would result in excessive risk taking. Members were uncertain about the size of the output gap, and they discussed the need to bring rates back to a "neutral level." The futures markets are pricing in more than 90 basis points of tightening during the first half of 2005. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-14 MainStay VP Series Fund, Inc. The hawkish tone of the minutes was not reflected in the Federal Open Market Committee's December press release, which claimed that the upside and downside risks to inflation were equal. We do not think that inflation is a problem. It took widespread discounting to lure shoppers into the stores during the holiday season. Domestic automakers are expected to offer additional incentives in the coming weeks to spur sales. Strong growth in consumer spending will be critically dependent on strong payroll growth. The personal savings rate has fallen to 0.4%, and there is no additional fiscal stimulus in the pipeline. We think that the Federal Reserve will ultimately raise rates by a smaller amount than the markets are assuming. Consequently, we have been purchasing securities maturing in May 2005 and later because we feel that the implied forward rates are attractive. We will continuously monitor the economic data and our portfolio stance over the coming months. The Portfolio will continue to focus on high-quality, liquid investments as it seeks a level of income that is considered consistent with the preservation of capital and liquidity. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-15 MAINSTAY VP COMMON STOCK PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------ After Portfolio operating expenses 10.90% -3.18% 11.05% </Table> After Portfolio operating expenses <Table> <Caption> MAINSTAY VP COMMON STOCK PORTFOLIO S&P 500 INDEX RUSSELL 1000 INDEX ------------------ ------------- ------------------ 12/31/94 10000 10000 10000 12916 13758 13777 16081 16917 16869 20381 22561 22411 25801 29008 28467 33533 35112 34420 32413 31915 31739 26875 28122 27788 20357 21907 21771 25725 28190 28279 12/31/04 28529 31258 31504 </Table> <Table> -- MainStay VP Common Stock Portfolio -- Russell 1000 Index -- S&P 500 Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------ After Portfolio operating expenses 10.62% -3.42% 10.79% </Table> After Portfolio operating expenses <Table> <Caption> MAINSTAY VP COMMON STOCK PORTFOLIO S&P 500 INDEX RUSSELL 1000 INDEX ------------------ ------------- ------------------ 12/31/94 10000 10000 10000 12885 13758 13777 16007 16917 16869 20243 22561 22411 25565 29008 28467 33148 35112 34420 31967 31915 31739 26438 28122 27788 19976 21907 21771 25183 28190 28279 12/31/04 27857 31258 31504 </Table> <Table> -- MainStay VP Common Stock Portfolio -- Russell 1000 Index -- S&P 500 Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARKS YEAR YEARS YEARS S&P 500(R) Index* 10.88% -2.30% 12.07% Russell 1000(R) Index* 11.40 -1.76 12.16 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from 1/1/95 through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-16 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP COMMON STOCK PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,078.35 $2.77 $1,022.35 $2.69 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,077.10 $4.07 $1,021.10 $3.96 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 99.3% Investment Company 0.5 Cash and Other Assets (less liabilities) 0.2 Warrants 0.0* </Table> See Portfolio of Investments on page M-115 for specific holdings within these categories. * Less than one-tenth of one percent. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. General Electric Co. 2. ExxonMobil Corp. 3. International Business Machines Corp. 4. American International Group, Inc. 5. Microsoft Corp. 6. Pfizer, Inc. 7. Johnson & Johnson 8. Verizon Communications, Inc. 9. Citigroup, Inc. 10. Cisco Systems, Inc. </Table> www.mainstayfunds.com M-17 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Harvey Fram of New York Life Investment Management LLC MAINSTAY VP COMMON STOCK PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in common stocks. The Portfolio's management process is based on a bottom-up, quantitative model. We seek to identify large-cap companies that have a high probability of outperforming the S&P 500(R) Index* over the following six to 12 months. The Portfolio is managed with a large-cap core orientation and is benchmarked to the S&P 500(R) Index.* On March 1, 2004, Harvey Fram became the Portfolio Manager, replacing James Agostisi and Patricia S. Rossi. At that time, the Portfolio's investment process changed and the number of stocks held in the Portfolio increased substantially. Effective May 1, 2004, the Portfolio (formerly MainStay VP Growth Equity Portfolio) was renamed MainStay VP Common Stock Portfolio. The new name better reflects the Portfolio's core orientation, which includes both growth and value equities. The Portfolio's investment objective did not change. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? During the 12 months ended December 31, 2004, MainStay VP Common Stock Portfolio returned 10.90% for Initial Class shares and 10.62% for Service Class shares. The Portfolio outperformed the 8.59% return of the average Lipper* Variable Products Large-Cap Core Portfolio over the same period. Initial Class shares outperformed and Service Class shares underperformed the 10.88% return of the S&P 500(R) Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. For the two months prior to the management change, the Portfolio underperformed the S&P 500(R) Index.* During the ten-month period between March and December, the Portfolio outperformed its benchmark. WHAT MAJOR FACTORS AFFECTED THE STOCK MARKET IN 2004? The dominant themes that influenced the market were the war in Iraq, the November election, the declining value of the U.S. dollar, job growth, and rising oil prices. The Federal Open Market Committee raised the targeted federal funds rate from a low 1.00% to 2.25% over the course of the year, but this measured tightening of monetary policy did not seem to adversely affect the stock market. Indeed, fourth quarter returns were the highest of the year. HOW DID THESE MARKET EVENTS AFFECT THE PORTFOLIO? During the year, the energy sector made the single largest contribution to the Portfolio's excess returns. This strong performance resulted from the high price of oil, the Portfolio's overweighted position in the sector, and the fact that energy stocks generally outperformed the Portfolio's benchmark. The utilities and health care sectors were other large contributors to the Portfolio's strong performance. While the utilities sector provided strong absolute performance, health care stocks provided comparatively low returns. Fortunately, an underweighted position in the health care sector helped the Portfolio's relative performance. Many drug companies were hurt late in the year after Merck recalled its popular Vioxx product. Pfizer also suffered greatly as attention was placed on the safety of their drug Celebrex. Materials and telecommunication services both showed strong performance, and both were overweighted in the Portfolio. On the negative side, eBay took the largest toll on relative performance, since eBay had outstanding results but was underweighted in the Portfolio. Pfizer and Merck were the next-biggest negative contributors, even though the health care sector as a whole contributed positively to the Portfolio. WERE THERE ANY MAJOR MANAGEMENT DECISIONS DURING 2004? MainStay VP Common Stock Portfolio is run using a quantitative model. There were no changes to the model from March to December. The Portfolio was positioned fairly neutrally during the period, with a projected beta very close to one. The Portfolio was most heavily overweighted in the financials, telecommunication services, and energy sectors during the * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-18 MainStay VP Series Fund, Inc. ten-month period. As the year progressed, the Portfolio increased its overweighted position in energy stocks to take advantage of strong cash-flow and earnings prospects. The Portfolio has added insurance stocks at the expense of other financial stocks as the cash flow of insurance companies has improved. WHICH HOLDINGS WERE THE STRONGEST POSITIVE CONTRIBUTORS TO THE PORTFOLIO'S PERFORMANCE IN 2004? The stocks that made the strongest positive contributions to the Portfolio's performance in 2004 were TXU, Coca-Cola, Sprint, Eli Lilly, and Cardinal Health. In some cases, stocks provided negative performance but were underweighted in the Portfolio and therefore made the net contribution to return positive. WHICH HOLDINGS WERE THE WEAKEST CONTRIBUTORS? The five stocks whose contributions detracted the most from the Portfolio's performance in 2004 were eBay, Pfizer, Merck, Altria Group, and Texas Instruments. In some cases, stocks provided positive performance but were underweighted in the Portfolio and therefore made the net contribution to return negative. DID THE PORTFOLIO MAKE ANY SIGNIFICANT PURCHASES OR SALES IN 2004? During 2004, the Portfolio underwent a manager change. Portfolio holdings increased from approximately 100 stocks to approximately 550. The management style changed from traditional fundamental to quantitative, with a large emphasis on managing risk relative to the benchmark. In 2004, the Portfolio's largest purchases were American International Group, Pfizer, ExxonMobil, Verizon Communications, and ChevronTexaco. The largest sales were 3M, Boston Scientific, Goldman Sachs Group, Dell, and Morgan Stanley. The Portfolio uses a quantitative model whose primary inputs include price-to-cash-flow, earnings trends, earnings quality, and price trends. Security selection for the Portfolio is based on a combination of these factors. In some cases, stocks are included in the Portfolio for diversification and risk-control purposes, even if the stocks score poorly in the model. HOW WAS THE PORTFOLIO POSITIONED RELATIVE TO THE S&P 500(R) INDEX AT YEAR-END 2004? As of December 31, 2004, the Portfolio's most significantly underweighted positions relative to the S&P 500(R) Index* were in the consumer staples and consumer discretionary sectors. The Portfolio's most significantly overweighted positions were in financials and telecommunication services. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO? President Bush has suggested that he will address a number of issues during his second term. His stance on social security reform, health care, energy, defense, budget deficits, tax reform, and deregulation could affect the markets in a number of ways. In 2005, the markets will also have to respond to changing oil prices and employment trends. Security selection will continue to be based on the Portfolio's quantitative model, whatever the markets or the economy may bring. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Portfolio may invest in derivatives, which may increase the volatility of the Portfolio's net asset value and may result in a loss to the Portfolio. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. 1. Performance percentages reflect total returns of the indicated securities for the 12 months ended December 31, 2004, or the period the securities were held in the Fund, if shorter. Purchases and sales within the Portfolio may cause the performance of Portfolio holdings to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-19 MAINSTAY VP CONVERTIBLE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 6.11% 2.11% 8.59 % </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP CONVERTIBLE CREDIT SUISSE FIRST BOSTON PORTFOLIO CONVERTIBLE SECURITIES INDEX ----------------------- ---------------------------- 10/1/96 10000 10000 10389 10296 11991 12038 12529 12827 17789 18248 16896 16820 16529 15740 15222 14460 18606 18507 12/31/04 19742 19887 </Table> <Table> - -- MainStay VP Convertible Portfolio -- Credit Suisse First Boston Convertible Securities Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 5.85% 1.86% 8.33 % </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP CONVERTIBLE CREDIT SUISSE FIRST BOSTON PORTFOLIO CONVERTIBLE SECURITIES INDEX ----------------------- ---------------------------- 10/1/96 10000 10000 10382 10296 11954 12038 12461 12827 17652 18248 16728 16820 16325 15740 14998 14460 18287 18507 12/31/04 19357 19887 </Table> <Table> - -- MainStay VP Convertible Portfolio -- Credit Suisse First Boston Convertible Securities Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARKS YEAR YEARS INCEPTION Credit Suisse First Boston(TM) Convertible Securities Index* 7.46% 1.74% 8.69% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (10/1/96) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-20 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP CONVERTIBLE PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,053.70 $3.41 $1,021.70 $3.35 - ------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,052.45 $4.69 $1,020.45 $4.62 - ------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Convertible Bonds 70.1% Short-Term Investments (collateral from securities lending is 11.3%) 19.8 Convertible Preferred Stocks 13.2 Common Stocks 6.9 Corporate Bond 1.1 Liabilities in Excess of Cash and Other Assets -11.1 </Table> See Portfolio of Investments on page M-127 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Schlumberger Ltd. 1.50%, due 6/1/23 2. Tyco International Group S.A. 2.75%, due 1/15/18 3. Pride International, Inc. 2.50%, due 3/1/07 4. Whole Foods Market, Inc. (zero coupon), due 3/2/18 5. Teva Pharmaceutical Industries Ltd. 0.375%, due 11/15/22 6. Cooper Cameron Corp. 1.50%, due 5/15/24 7. Lehman Brothers Holdings, Inc. Series HAL 0.25%, due 9/25/10 8. Hilton Hotels Corp. 3.375%, due 4/15/23 9. Lehman Brothers Holdings, Inc. Series TXU 1.00%, due 11/3/11 10. BJ Services Co. 0.3954%, due 4/24/22 </Table> www.mainstayfunds.com M-21 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Edward Silverstein of MacKay Shields LLC MAINSTAY VP CONVERTIBLE PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests at least 80% of its assets in convertible securities. It may also purchase high-yield debt, nonconvertible debt, equities, U.S. government securities, and cash or cash equivalents. The Portfolio takes a flexible approach by investing in a broad range of securities from a variety of companies and industries. In selecting securities, the subadvisor may consider the potential return of the underlying common stock, credit risk, projected interest return, and the premium of the convertible security relative to the underlying common stock. During the first half of 2004, Edward Silverstein, who had formerly served as a co-Portfolio Manager, assumed the role of lead Portfolio Manager. Thomas Wynn has resigned from MacKay Shields LLC. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Convertible Portfolio returned 6.11% for Initial Class shares and 5.85% for Service Class shares. Both share classes underperformed the 8.58% return of the average Lipper* Convertible Securities Portfolio over the same period. Both share classes underperformed the 7.46% return of the Credit Suisse First Boston(R) Convertible Securities Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT SIGNIFICANT FACTORS AFFECTED THE MARKET FOR CONVERTIBLE SECURITIES DURING 2004? As hybrid securities, convertible bonds are influenced by the performance of the broad fixed-income market and by the performance of the underlying equities into which the convertible bonds can be converted. The major fixed-income and equity indices posted gains for 2004, which moved the convertible bond market higher. In addition, the tightening of credit spreads versus Treasuries added to the performance of straight-corporate and convertible bonds during the year. WHY DID THE PORTFOLIO UNDERPERFORM? Lehman Brothers data shows that non-investment-grade convertible bonds rose 12.6% in 2004, compared to investment-grade bonds, which rose only 5.6%. The Portfolio was overweighted in investment-grade securities and had an overall credit rating higher than the market average. Although the credit-quality weighting detracted from performance, security selection enhanced the Portfolio's performance in 2004. The Portfolio was significantly overweighted in the energy sector and underweighted in technology. In 2004, convertible bonds issued by energy-related companies increased 9.8% and technology-related convertible bonds increased only 6.6%. Most of the underperformance that resulted from the Portfolio's higher credit quality occurred during the first quarter of 2004. For the final three quarters of the year, the Portfolio performed roughly in line with its benchmark, even managing to eek out a slight outperformance. HOW DID RISING INTEREST RATES AFFECT THE PERFORMANCE OF THE PORTFOLIO? Despite a series of tightening moves by the Federal Open Market Committee, interest rates have remained at levels close to their historical lows. For this reason, we believe that interest rates can almost only move in one direction--higher. To accommodate this view, we have structured the Portfolio to minimize any negative impact from rising interest rates. We chose to divest interest-rate-sensitive bonds, including bonds with low equity sensitivity, long-term maturities, or both. We also overweighted bonds with higher equity sensitivity and those with put features that significantly reduce effective duration. This positioning had little impact on the Portfolio in 2004, since the changes in interest rates were not significant. Since we believe that an economic recovery, a growing budget deficit, and a depressed dollar could all push interest rates higher, we believe the Portfolio is well positioned for the foreseeable future. DID THE PORTFOLIO HAVE A PARTICULAR SECTOR EMPHASIS IN 2004? The Portfolio's largest investment area and most significant market overweight remains energy, specifically energy equipment & services. The prospects for the energy sector have not been better since the 1970s, and we believe that companies in energy services will continue to outperform the general market for the next two years or longer. The demand for oil, particularly from Asian countries engaged in rapid industrialization, has absorbed most of the capacity of the world's oil-producing nations. Supply * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-22 MainStay VP Series Fund, Inc. and demand are in relatively tight balance, and demand should continue to increase while producers struggle to keep pace. The prospect of a continuing tight market--coupled with the fear of supply disruption from the Middle East--has kept oil and gas prices at high levels. These elevated prices have acted as a strong incentive for oil companies to increase their spending on equipment and services, to increase production from existing reservoirs, and to find and exploit new fields. The Portfolio is heavily invested in equipment and service providers, such as Schlumberger, Halliburton, Pride International, and Cooper Cameron. We believe that these companies stand to gain the most from a prolonged period of high energy prices. In 2004, the strongest performer in this group was Halliburton. Not only did the company benefit from the improved energy outlook, but Halliburton also reached a successful resolution in an asbestos-related law suit that posed substantial financial risk. With that cloud lifted, investors focused on the core business--oil services--and drove Halliburton's shares and convertible bonds higher. WERE THERE OTHER SIGNIFICANT HOLDINGS IN THE PORTFOLIO? Another key investment in 2004 was Tyco International. The shares and convertible bonds did very well when the company demonstrated to investors that its operations and financial health had been restored. The Portfolio also benefited from convertible bonds issued by Whole Foods Markets. The bonds rose nicely as the company continued to post stellar increases in same-store and total sales. The company's management is well regarded, and the balance sheet is pristine. Indeed, there is more cash on the books than there are convertible bonds outstanding. The convertible bonds are the company's only debt. The company's shares, however, are not cheap, and they are volatile because the company provides no earnings outlook for future periods. We believe that the solid fundamentals outweigh these risks, and the Portfolio continues to hold the bonds. WHICH HOLDINGS DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? Although the Portfolio was approximately market-weighted in health care, several of its health care holdings showed poor performance. The Portfolio owned common stock of Merck and Pfizer. Shares of both companies declined when investors learned that Vioxx and Celebrex might pose cardiovascular risks for long-time users. We continue to hold shares of Merck, since we believe that investors have overestimated the potential litigation risk related to the sale of Vioxx. Teva Pharmaceutical Industries' convertible bonds also detracted from the Portfolio's performance. Although the decline in the bonds was modest, the Portfolio's substantial position weighed on the Portfolio's performance. The company had outstanding operational results and handily beat earnings expectations each quarter. Unfortunately, earnings shortfalls at other generic-drug companies led investors to sell Teva Pharmaceutical Industries' shares on concerns that the company might not be immune to the problems of its competitors. We used the weakness in the stock as an opportunity to add to the Portfolio's position, and Teva Pharmaceutical Industries' convertible bonds remain a key Portfolio holding. WHAT WERE SOME SIGNIFICANT PURCHASES DURING 2004? We've already mentioned several, including Schlumberger, Pride International, Cooper Cameron, and Whole Foods Markets. Another significant purchase was TXU, which was valued at a significant discount to the electric utility group, largely because of a heavy debt burden from noncore acquisitions. A new CEO, a restructuring plan, and efforts to deleverage the company attracted us to TXU convertible bonds--and later to a synthetic bond that would convert to TXU common stock when the original bonds were called as part of the restructuring. TXU successfully executed its plans and announced that earnings for 2004 and 2005 would be significantly higher than analysts' estimates. This, in turn, led to a substantial rise in TXU's stock and convertible bonds. Although Goodyear Tire was widely disliked by some analysts, we believed that Goodyear Tire's prospects were improving and bought the common stock for the Portfolio. We held the stock until June, when the company issued convertible bonds, which we subsequently purchased. The shares rose approximately 50% from the Portfolio's initial purchase price. We recently sold half of the Portfolio's position in the convertible bonds because we felt that the stock was approaching full value. Sirius Satellite Radio's successful strategies for acquiring content (NFL football), talent (Howard Stern), and distribution (new auto-manufacturer and retail deals) served as catalysts to push the company's common stock and convertible bonds higher in the fall of 2004. We bought the convertible bonds for the Portfolio on the day we learned of the signing of www.mainstayfunds.com M-23 Stern. We believed that news of Stern's departure from conventional radio to satellite would ignite interest in Sirius Satellite Radio. WHICH SECURITIES DID THE PORTFOLIO SELL IN 2004? We sold the Portfolio's holdings in Mandalay Resorts in June, after the company accepted an all-cash takeover offer from MGM Mirage. Given the nature of the offer, there was little upside in Mandalay Resorts' convertible bonds once the offer was announced. We sold the Portfolio's Sirius Satellite Radio bonds in November, when they had nearly doubled in value just two months after they were purchased. Once Stern agreed to abandon conventional radio for satellite, Sirius Satellite Radio announced that it had also landed Mel Karmazin, former CEO of Infinity Radio, to become the company's new CEO. Market euphoria took over, pushing the company's shares to valuation levels that were not supported by current or future cash-flow and earnings prospects. We sold convertible preferred shares of Prudential Financial in November, after the shares rose substantially, moving price-to-earnings and price-to-book ratios to levels that have represented peaks in the company's past cycles. Bonds of Officemax and Dominion were called at the discretion of the respective companies and converted into shares of common stock. In both cases, we sold the shares shortly after the conversion. We sold Health Management Associates bonds in September, when it became increasingly apparent to us that the company would be unable to meet investor's targets for near-and longer-term earnings and cash-flow growth. HAS THE PORTFOLIO CHANGED ITS BENCHMARK? As of December 2004, Credit Suisse First Boston discontinued publication of the Credit Suisse First Boston(TM) Convertible Securities Index.* Going forward, the Portfolio will measure itself against the Merrill Lynch All Convertibles Securities Index.* WHAT IS YOUR OUTLOOK GOING FORWARD? With the U.S. presidential election behind us and the price of crude oil down 20%, we see continued investor optimism leading to higher equity and convertible bond markets in 2005, as long as foreign terrorists stay away from American soil. Although, rising interest rates may weigh slightly on convertible instruments, we believe that even a modest rise in equity prices could offset this potential headwind. An easing of hostilities in Iraq and reduced American involvement in that situation could serve as a positive catalyst for the markets. Barring a major exogenous event, we view the environment for equity and convertible bond markets for 2005 with a positive outlook. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. Certain of the Portfolio's investments have speculative characteristics. High-yield securities ("junk bonds") are generally considered speculative because they present a greater risk of loss than higher-quality debt securities and may be subject to greater price volatility. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-24 MainStay VP Series Fund, Inc. MAINSTAY VP GOVERNMENT PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------- After Portfolio operating expenses 3.33% 6.71% 6.84% </Table> (after Portfolio operating expenses) <Table> <Caption> MAINSTAY VP GOVERNMENT LEHMAN BROTHERS GOV'T BOND PORTFOLIO INDEX ---------------------- -------------------------- 12/31/94 10000 10000 11672 11834 11938 12162 13069 13328 14245 14641 13998 14314 15708 16210 16751 17382 18401 19380 18747 19837 12/31/04 19371 20527 </Table> <Table> -- MainStay VP Government Portfolio -- Lehman Brothers Gov't Bond Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------- After Portfolio operating expenses 3.07% 6.45% 6.57% </Table> (after Portfolio operating expenses) <Table> <Caption> MAINSTAY VP GOVERNMENT LEHMAN BROTHERS GOV'T BOND PORTFOLIO INDEX ---------------------- -------------------------- 12/31/94 10000 10000 11643 11834 11879 12162 12972 13328 14104 14641 13825 14314 15475 16210 16462 17382 18038 19380 18333 19837 12/31/04 18895 20527 </Table> <Table> -- MainStay VP Government Portfolio -- Lehman Brothers Gov't Bond Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARK YEAR YEARS YEARS Lehman Brothers(R) Government Bond Index* 3.48% 7.48% 7.46% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/4/03, includes the historical performance of the Initial Class shares from 1/1/95 through 6/3/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-25 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP GOVERNMENT PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,035.45 $3.02 $1,022.05 $3.00 - ------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,034.20 $4.30 $1,020.80 $4.27 - ------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> U.S. Government & Federal Agencies 86.5% Short-Term Investments (collateral from securities lending is 16.2%) 35.3 Asset-Backed Securities 5.6 Corporate Bonds 3.7 Mortgage-Backed Securities 1.8 Municipal Bond 0.4 Liabilities in Excess of Cash and Other Assets -33.3 </Table> See Portfolio of Investments on page M-138 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Federal National Mortgage Association 6.00%, due 2/10/35 TBA 2. Federal National Mortgage Association 4.50%, due 7/1/18 3. Federal Home Loan Mortgage Corporation 5.50%, due 1/1/33 4. Federal National Mortgage Association 6.625%, due 9/15/09 5. Federal National Mortgage Association 5.50%, due 2/15/20 TBA 6. Federal National Mortgage Association 4.50%, due 11/1/18 7. Federal National Mortgage Association 5.00%, due 11/1/17 8. Federal Home Loan Mortgage Corporation 5.00%, due 6/1/33 9. United States Treasury Bond 6.875%, due 8/15/25 10. Federal National Mortgage Association 5.50%, due 11/1/17 </Table> M-26 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Gary Goodenough and Joseph Portera of MacKay Shields LLC. MAINSTAY VP GOVERNMENT PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests primarily in U.S. government securities, but it may also invest a portion of its assets in mortgage-related and asset-backed securities or other non-U.S. government securities. The Portfolio's investment process includes an analysis of economic trends and an evaluation of factors pertinent to particular issuers and securities. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Government Portfolio returned 3.33% for Initial Class shares and 3.07% for Service Class shares. Both share classes underperformed the 3.92% return of the average Lipper* Variable Products General U.S. Government Portfolio over the same period. Both share classes also underperformed the Lehman Brothers(R) Government Bond Index,* the Portfolio's benchmark, which returned 3.48% for the 12 months ended December 31, 2004. The Lipper* Variable Products General U.S. Government universe is far from homogeneous, especially on the dimension of duration. The portfolios that specialize in longer-duration securities outperformed in 2004, and their performance, in turn, skewed the average return higher. Comparing the Portfolio to the category's median, which it outperformed, would give a better picture of how well the Portfolio performed, given its shorter duration. WHAT MAJOR FACTORS INFLUENCED THE BOND MARKET DURING 2004? The level of interest rates, the pace of economic growth, the price of oil, and the performance of the U.S. dollar relative to other currencies all had an impact on the bond market. The year began with the targeted federal funds rate at an accommodative 1.00%. In the first few months of 2004, it appeared that a tighter monetary policy might inhibit economic growth and lead to deflation. With slack in the labor markets, unutilized manufacturing capacity, and little pricing power in most industries, there appeared to be little risk of the economy overheating. In April, however, uniformly firm economic releases challenged this outlook, and investors began to anticipate a Federal Reserve move to raise interest rates. Consistent with market expectations, the Federal Open Market Committee raised the targeted federal funds rate to 1.25% in June. Additional 25-basis-point tightening moves--in August, September, November, and December--brought the targeted federal funds rate to 2.25% by year-end 2004. Although the price of oil rose dramatically during the year, inflationary pressures remained relatively subdued. The decline in the U.S. dollar, however, led foreign banks to purchase large blocks of U.S. Treasuries. This move was designed to help keep locally produced goods competitive in the global marketplace. HOW DID YOU POSITION THE PORTFOLIO IN THIS ENVIRONMENT? During 2004, we sold about 13% of the Portfolio's holdings in U.S. Treasuries to increase the Portfolio's allocation to agency debentures by 10% and its allocation to mortgage-backed securities by 3%. As of December 31, 2004, the Portfolio was invested 13% in U.S. Treasuries, 37.6% in agency debentures and discount notes, 53.4% in mortgage-backed securities issued by government-sponsored and government-related enterprises, 1.8% in commercial mortgage-backed securities, 5.6% in asset-backed securities, and 3.7% in investment-grade corporate debt. We typically strive to maintain the Portfolio's duration within 5% (plus or minus) of the median duration in the Lipper* Variable Products General U.S. Government Portfolio universe. We prefer to allow the Portfolio's duration to float within this range, rather than to manage to a duration point. This reduces the need for frequent and costly rebalancing when the duration of the Portfolio's mortgage-backed securities is affected by shifts in interest rates. As of December 31, 2004, the Portfolio's duration was 3.9 years. We favor securitized products for their high quality, liquidity, and potential yield advantage relative to Treasuries, and we diversify our commitment to the sector across residential mortgage-backed securities, commercial mortgage-backed securities, and asset-backed securities. In total, the allocation to non- government-related securities does not exceed 10%. The Portfolio typically seeks to generate yields at least 75 basis points better than the yield of a duration-matched U.S. Treasury security. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-27 HOW DID YOUR POSITIONING AFFECT THE PORTFOLIO'S PERFORMANCE? Our preference for securities other than U.S. Treasuries had a positive impact on performance. Relative to duration-matched Treasuries, agency debentures provided 78 basis points of excess return over the 12-month period, while residential mortgage-backed securities and asset-backed securities each provided 142 basis points of excess return. These sectors tend to do well when cash flows are more predicable, which can occur when Treasuries are range bound. In 2004, Treasury yields for maturities of five years and longer remained within a fairly tight range that did not exceed 150 basis points from peak to trough. WHY DID THE PORTFOLIO UNDERPERFORM ITS PEERS IN 2004? The Portfolio's underperformance was largely due to its duration posture. In April, the Portfolio's duration was longer than that of the median peer portfolio, which made it more sensitive to interest rates as they rose sharply. Since a long duration posture was not consistent with our bearish interest-rate bias, we decided to shift the Portfolio's duration closer to the median duration by selling long Treasuries and buying shorter-duration mortgage-backed securities and agency debentures. Yield trends for the balance of the year, however, did not work in favor of our duration-shortening repositioning. When central banks, many from export-led economies, bought large blocks of Treasuries to stall the appreciation of their currencies against the weaker dollar, Treasury yields for maturities of 10 years and longer fell 30 to 50 basis points between April and year-end. We foresee that the central-bank trade could lose traction as the U.S. dollar strengthens on its own accord in response to economic growth. HOW DID THE TREASURY YIELD CURVE CHANGE IN 2004? During the year, the Treasury yield curve pivoted around the 10-year maturity benchmark. Two-year yields rose from 1.8% to 3.1%, five-year yields rose from 3.2% to 3.6%, 10-year yields were basically unchanged at 4.2%, and 30-year yields fell from 5.1% to 4.8%. The narrowing of the yield spread between the two-year and 30-year maturities (or the flattening of the yield curve) resulted from Federal Reserve tightening, reduced inflation expectations, and foreign purchases of U.S. Treasury securities. Since we maintained a neutral yield-curve posture, the reshaping of the yield curve had minimal impact on the Portfolio's performance. WHAT DO YOU SEE GOING FORWARD? Although there are a variety of ways to interpret the economic data, we expect the Federal Open Market Committee to raise its federal funds target rate to 3.0% by mid-year 2005. With low interest rates, lower marginal tax rates, modest inflation, firm consumer spending, and stronger corporate confidence, a pick-up in growth as we move into 2005 is a reasonable assumption. We will continue to monitor key economic data, such as payrolls, durable-goods orders, consumer spending, the Consumer Price Index, and inventories, to corroborate our cautiously optimistic economic view. More Treasury issuance will no doubt be needed to fund the federal budget imbalance. This fact suggests that interest rates may be close to a turning point and explains our decision to remain short-of-neutral on duration. If our view changes, we would probably express it through a moderation of the Portfolio's duration position. With Treasuries yielding, on average, a less-than-stellar 3.7% at year-end, we expect to remain generously exposed to products that typically offer yield advantages. We believe that at year-end breakeven inflation levels, Treasury inflation-protected securities (TIPS) offered limited value relative to nominal Treasuries. If higher inflation expectations caused the yield curve to steepen, we would reassess our view. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. While some securities in the Portfolio may carry government backing or guaranteed payment of interest and principal, shares of the Portfolio are not guaranteed, their prices will fluctuate, and shares, when sold, may be worth more or less than their original cost. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-28 MainStay VP Series Fund, Inc. MAINSTAY VP HIGH YIELD CORPORATE BOND PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ---------------------------------------------------------- After Portfolio operating expenses 12.72% 9.15% 10.44% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP HIGH YIELD CREDIT SUISSE FIRST BOSTON HIGH CORPORATE BOND PORTFOLIO YIELD INDEX ------------------------ ------------------------------- 5/1/95 10000 10000 11006 10967 12895 12329 14575 13887 14963 13967 16885 14426 15895 13674 16675 14468 17017 14916 23207 19084 12/31/04 26159 21365 </Table> <Table> -- MainStay VP High Yield Corporate -- Credit Suisse First Boston High Bond Portfolio Yield Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ---------------------------------------------------------- After Portfolio operating expenses 12.44% 8.90% 10.19% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP HIGH YIELD CREDIT SUISSE FIRST BOSTON HIGH CORPORATE BOND PORTFOLIO YIELD INDEX ------------------------ ------------------------------- 5/1/95 10000 10000 10988 10967 12844 12329 14483 13887 14834 13967 16701 14426 15686 13674 16418 14468 16718 14916 22744 19084 12/31/04 25574 21365 </Table> <Table> -- MainStay VP High Yield Corporate -- Credit Suisse First Boston High Bond Portfolio Yield Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARK YEAR YEARS INCEPTION Credit Suisse First Boston(TM) High Yield Index* 11.95% 8.17% 8.17% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/4/03, includes the historical performance of the Initial Class shares from inception (5/1/95) through 6/3/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-29 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP HIGH YIELD CORPORATE BOND PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,098.75 $3.11 $1,022.05 $3.00 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,097.60 $4.43 $1,020.80 $4.27 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Corporate Bonds 59.2% Short-Term Investments (collateral from securities lending is 7.5%) 26.7 Foreign Corporate Bonds 7.9 Yankee Bonds 3.8 Convertible Bonds 3.1 Common Stocks 2.3 Preferred Stocks 1.4 Loan Assignments & Participations 1.2 Convertible Preferred Stocks 0.4 Warrants 0.1 Liabilities in Excess of Cash and Other Assets -6.1 </Table> See Portfolio of Investments on page M-145 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. UnitedGlobalCom, Inc. 2. El Paso Production Holding Co. 7.75%, due 6/1/13 3. Sovereign Real Estate Investment Corp. 12% 4. Petroleum Geo-Services ASA 10.00%, due 11/5/10 5. Goodyear Tire & Rubber Co. (The) 11.00%, due 3/1/11 6. Ono Finance PLC 10.50%, due 5/15/14 7. Rainbow National Services LLC 10.375%, due 9/1/14 8. Calpine Corp. 8.50%, due 7/15/10 9. Cedar Brakes II LLC 9.875%, due 9/1/13 10. LSI Logic Corp. 4.00%, due 11/1/06 </Table> M-30 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Donald E. Morgan, CFA, and J. Matthew Philo, CFA, of MacKay Shields LLC. MAINSTAY VP HIGH YIELD CORPORATE BOND PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in high-yield corporate debt securities, including all types of high-yield domestic and foreign corporate debt securities that are rated below investment grade by Moody's or S&P or, if unrated, that we consider to be of comparable quality. In implementing this strategy, we seek to identify investment opportunities based primarily on the financial condition and competitiveness of individual companies. The Portfolio's principal investments include domestic corporate debt securities, Yankee (dollar-denominated) debt securities, zero-coupon bonds, U.S. government securities, convertible corporate bonds, and loan participation interests. The Portfolio may invest up to 20% of its net assets in equity securities and may invest up to 20% of its net assets in securities rated lower than B by Moody's and S&P.(1) HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP High Yield Corporate Bond Portfolio returned 12.72% for Initial Class shares and 12.44% for Service Class shares. Both share classes outperformed the 9.84% return of the average Lipper* Variable Products High Current Yield Portfolio over the same period. Both share classes also outperformed the 11.95% return of the Credit Suisse First Boston(TM) High Yield Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT TRENDS CONTRIBUTED TO THE STRONG PERFORMANCE OF THE HIGH-YIELD MARKET IN 2004? The robust performance of the high-yield bond market was fueled by positive fundamental and technical factors. Investors were encouraged that high-yield default rates continued to decline from their peak in 2002 and that an ongoing economic recovery was increasing the likelihood that high-yield issuers would meet their debt obligations. In 2004, the ability of issuers to refinance their high-yield debt at more-attractive interest rates resulted in frequent tenders. (A tender is a payment for bonds called prior to maturity.) The combination of refinancing activity and lower default rates significantly decreased the difference in yield between high-yield bonds and comparable investment-grade bonds. Such a decrease is referred to as spread tightening. Spreads between high-yield bonds and comparable Treasuries also tightened and approached historical lows. During the year, the Federal Reserve increased the targeted federal funds rate by 25 basis points in June--and by the same amount in each of August, September, November, and December. All of these moves were widely anticipated, and each was priced into the market by the time the Federal Open Market Committee actually took action. WHICH INDUSTRIES WERE PARTICULARLY STRONG OR WEAK? Most industries in the high-yield market had positive results for the year, except airlines. The top-performing industries were steel, restaurants, and building materials. The worst industries were airlines, consumer durables, and environmental services. The Portfolio held an overweighted position in airlines in 2004, which hurt performance relative to the benchmark. Consumer durables and restaurants are industries that the Portfolio continues to underweight since few companies in these sectors meet our process on a cash-flow or asset-coverage basis. Our underweighted position in consumer durables helped the Portfolio's performance while our underweighted exposure to restaurants hindered performance. WHAT EFFECT DID THESE MARKET TRENDS HAVE ON THE FUND? With high-yield spreads near their historical lows, we kept cash levels in the Portfolio higher than usual 1. Bonds rated B by Moody's Investors Service are deemed by Moody's to generally lack characteristics of the desirable investment. According to Moody's, assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small. Debt rated B by Standard & Poor's is deemed by Standard & Poor's to be more vulnerable to nonpayment than obligations rated BB, but it is the opinion of Standard & Poor's that the obligor currently has the capacity to meet its financial commitment on the obligation. Standard & Poor's believes that adverse business, financial, or economic conditions will likely impair the obligor's capacity or willingness to meet its financial commitment on the obligation. When applied to Portfolio holdings, ratings are based solely on the creditworthiness of the bonds in the Portfolio and are not meant to represent the security or safety of the Portfolio. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-31 during 2004. We found only a limited number of attractive buying opportunities, and we had some concerns regarding the quality of newly issued securities. The Portfolio also experienced higher-than-normal tenders from bond issuers, which further added to the Portfolio's cash position. HOW DID YOU POSITION THE PORTFOLIO FROM A SECTOR OR INDUSTRY PERSPECTIVE? We are bottom-up investors, so the Portfolio's exposure to various sectors and industries is primarily the result of individual security selection. During the 12 months ended December 31, 2004, we reduced the Portfolio's exposure to utilities, print media, telecommunications, and information technology. We increased the Portfolio's absolute weightings in bonds issued by services, real-estate-development, and automotive companies. At the end of December 2004, the Portfolio's largest overweighted positions relative to the Credit Suisse First Boston(TM) High Yield Index* were in airlines, broadcasting, and information technology. At the same time, the Portfolio held underweighted positions relative to its benchmark index in telecommunications, manufacturing, and utilities. DID YOU ADJUST THE PORTFOLIO'S DURATION POSITIONING DURING THE PERIOD? As bottom-up investors, duration is primarily a residual of our investment process. We believe that high-yield bonds have risk and reward characteristics similar to those of equities. For this reason, traditional fixed-income strategies, such as yield-curve positioning, maturity structure, and duration management, are not the focal point of our investment process. Nevertheless, we believe that duration may have a greater impact in the coming year, since yields are at record lows. Because of our concern that the Federal Open Market Committee would continue to raise the targeted federal funds rate, we actively reduced the Portfolio's duration to 10% lower than the benchmark. While rising interest rates might have a negative impact on the Portfolio, we would expect the effects to be less than the related impact on investment-grade debt. Over the 12-month reporting period, the yield on the 10-year Treasury bond declined slightly from 4.25% to 4.22%. During that time, however, the 10-year Treasury yield hit a high of 4.87% and a low of 3.68%. Over the same period, high-yield bonds rallied, with the yield on the Credit Suisse First Boston(TM) High Yield Index falling from 7.78% to 6.99%. (The term "rally" is used because bond prices tend to rise when yields fall.) WHAT WERE SOME OF THE PORTFOLIO'S STRONG PERFORMERS IN 2004? The top performers for the year were Ono Finance, UnitedGlobalCom, and Goodyear Tire & Rubber. Ono Finance, a Spanish cable company, generally showed strong performance, and the value of the company's securities received a boost in mid-November from a public offer by a competitor. United-GlobalCom is a cable company that provided the Portfolio with new securities as part of a restructuring at the end of 2003. Goodyear Tire & Rubber, the well-known tire company, benefited by following through on its operational turnaround. WERE THERE OTHER AREAS OF STRENGTH IN THE PORTFOLIO? Utility securities make up the Portfolio's largest industry position. Several of the Portfolio's utility holdings showed strong performance in 2004. ANR Pipeline, El Paso-Cedar Brakes, El Paso Corporation, El Paso Production, and Mirant Americas Generation each outperformed the utility portion of the Credit Suisse First Boston(TM) High Yield Index.* WERE THERE ANY HOLDINGS THAT DIDN'T MEET YOUR EXPECTATIONS? Airlines were punished for most of the year as oil prices climbed higher. The industry rebounded throughout the fourth quarter of 2004, when oil prices eased. The Portfolio's holdings in Delta were among the top performers for the fourth quarter. The airline reached a settlement with their pilots' union late in October, which alleviated concerns that Delta might file for bankruptcy (at least in the near term). As the year ended, Delta introduced new pricing that was quickly matched by other carriers. The effects of this strategy remain to be seen. Other weak performers for the year included Lumbermens Mutual Casualty, an insurance company that defaulted in 2003, and Collins and Aikman, a supplier of automotive-interior systems. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-32 MainStay VP Series Fund, Inc. DID YOU MAKE ANY SIGNIFICANT PURCHASES OR SALES DURING THE YEAR? In 2004, we initiated positions in several securities. Significant additions to the Portfolio included issues of El Paso Production Holdings, Goodyear Tire & Rubber, Ono Finance, and Tembec Industries. We eliminated Portfolio holdings in TDL Infomedia Group, Commonwealth Aluminum, and Universal City Development Partners. WHAT DO YOU ANTICIPATE FOR THE HIGH-YIELD BOND MARKET GOING FORWARD? We believe that with spreads around 300 basis points over Treasuries, the high-yield market may have approached fair value. We are becoming concerned that at the levels we see in the market, the Portfolio may not be adequately compensated for both interest-rate risk and credit risk. We are raising the Portfolio's exposure to floating-rate debt and are actively selling bonds that have reached our price targets. Cash levels, which are higher than normal, may remain elevated during the next few months until we see a correction in high-yield securities. Although a large cash position certainly could impede the management of an equity portfolio, in our opinion, the opportunity cost of cash versus high-yield securities (which are currently yielding 7% or less) is not as great as the potential cost of deviating from our process to lower the cash level of the Portfolio. We will use the Portfolio's cash position tactically to take quick action as opportunities arise, particularly in the secondary market. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. High-yield securities ("junk bonds") are generally considered speculative because they present a greater risk of loss than higher-quality debt securities and may be subject to greater price volatility. Foreign securities may be subject to greater risks than U.S. investments, including currency fluctuations, less-liquid trading markets, greater price volatility, political and economic instability, less publicly available information, and changes in tax or currency laws or monetary policy. These risks are likely to be greater in emerging markets than in developed markets. The Portfolio may invest in derivatives, which may increase the volatility of the Portfolio's net asset value and may result in a loss to the Portfolio. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-33 MAINSTAY VP INTERNATIONAL EQUITY PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ---------------------------------------------------------- After Portfolio operating expenses 17.34% 0.54% 7.50% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP INTERNATIONAL EQUITY PORTFOLIO MSCI EAFE INDEX ------------------------- --------------- 5/1/95 10000 10000 10696 10522 11823 11158 12434 11356 15308 13627 19603 17302 16062 14850 13810 11666 13200 9807 17160 13590 12/31/04 20136 16342 </Table> <Table> -- MainStay VP International Equity Portfolio -- MSCI EAFE Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ---------------------------------------------------------- After Portfolio operating expenses 17.05% 0.29% 7.24% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP INTERNATIONAL EQUITY PORTFOLIO MSCI EAFE INDEX ------------------------- --------------- 5/1/95 10000 10000 10678 10522 11775 11158 12354 11356 15172 13627 19381 17302 15844 14850 13588 11666 12956 9807 16803 13590 12/31/04 19668 16342 </Table> <Table> -- MainStay VP International Equity Portfolio -- MSCI EAFE Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARK YEAR YEARS INCEPTION MSCI EAFE(R) Index* 20.25% -1.13% 5.21% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (5/1/95) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-34 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP INTERNATIONAL EQUITY PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,140.95 $5.33 $1,020.05 $5.03 - ------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,139.70 $6.67 $1,018.80 $6.29 - ------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 82.4% Short-Term Investments (collateral from securities lending is 3.9%) 5.4 Cash and Other Assets (less liabilities) 4.7 Investment Companies 3.8 Warrants 2.5 Preferred Stock 1.2 </Table> See Portfolio of Investments on page M-162 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Tesco PLC 2. Deutsche Boerse AG 3. Nestle S.A. Registered 4. Canon, Inc.* 5. UBS AG Registered* 6. Diageo PLC* 7. Bayerische Motoren Werke AG 8. TPG N.V. 9. NTT DoCoMo, Inc.* 10. Ryanair Holdings PLC </Table> * Security traded on more than one exchange. www.mainstayfunds.com M-35 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Rupal J. Bhansali of MacKay Shields LLC. MAINSTAY VP INTERNATIONAL EQUITY PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio seeks to generate competitive risk-adjusted returns by investing in quality companies that we believe are currently undervalued. The Portfolio normally invests at least 80% of its assets in equity securities of issuers who do business mainly outside the U.S. We invest in countries with established economies, as well as emerging-market countries that we believe present favorable opportunities. In implementing this strategy, we utilize a bottom-up, stock-picking investment discipline. Proprietary, quantitative, and qualitative tools are used to identify attractive companies. Particular attention is paid to cash flow, return on invested capital, and management's demonstrated ability to create shareholder value. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP International Equity Portfolio returned 17.34% for Initial Class shares and 17.05% for Service Class shares. Both share classes underperformed the 17.94% return of the average Lipper* Variable Products International Core Portfolio over the same period. Both share classes underperformed the 20.25% return of the Morgan Stanley Capital International EAFE(R) Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. We attribute the Portfolio's relative underperformance to our bottom-up investment approach, which emphasizes companies with high returns on invested capital--a profile that happened to be out of favor in 2004. The Portfolio's holdings in consumer staples and utilities provided the greatest positive contribution to absolute performance in 2004. Business-services companies detracted from absolute performance. WHAT SIGNIFICANT FACTORS AFFECTED THE MARKET FOR INTERNATIONAL STOCKS IN 2004? In Japan, the official view of the government and the Bank of Japan is that the country's economy is on course to enter a sustainable growth path. For the government's rosy scenario to occur, however, the strength of the corporate sector needs to be transmitted to households. Unfortunately, household incomes have remained weak. In Europe, economic news has been mixed. The euro hit a record high versus the U.S. dollar in November 2004, and the European Central Bank has not indicated concern regarding the strength of the currency. We believe that the European Central Bank is content to let the euro do its job by reducing pricing pressures. This strategy, however, may have a negative impact on exporters. HOW DID YOU POSITION THE PORTFOLIO IN THIS ENVIRONMENT? As always, we remained focused on the fundamental analysis of individual businesses rather than any view on the markets. This approach has directed the Portfolio toward high-dividend-yielding utilities and consumer staples and underweighting tech and telecommunication services and Japanese stocks. WHICH INDUSTRY GROUPS WERE STRONG AND WEAK PERFORMERS IN 2004? The equity market's advance was broad based. As measured by the MSCI EAFE Index,* utilities and energy were the best-performing industry groups. Each advanced more than 25% in U.S. dollars in 2004.(1) Semiconductors & semiconductor equipment was the worst-performing industry group, declining by 18% in U.S. dollars for the year. WHICH PORTFOLIO HOLDINGS WERE STRONG PERFORMERS IN 2004? Strong performers included European utilities and a United Kingdom-based food retailer. Snam Rete Gas is an Italian gas-transmission concern. The company is a highly regulated monopoly. The Portfolio holds Snam Rete Gas because increased demand from consumers and generators of electricity is creating a need for additional gas infrastructure. Tesco, a United Kingdom-based food retailer, benefited when sales continued to increase and earnings results surpassed expectations, which helped push the stock higher. 1. Performance percentages reflect total returns of the industry groups mentioned for the 12 months ended December 31, 2004. Purchases and sales within the Portfolio may cause the performance of Portfolio holdings to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-36 MainStay VP Series Fund, Inc. WHICH SECURITIES DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? Weak performers included two business-services companies based in Europe. Rentokil Initial, a global business-services company operating in over 40 countries, found itself under pressure when competition forced margins lower. We sold the Portfolio's entire position in the company. Compass Group operates as an international food-services company. The company provides contract and concession catering in more than 90 countries. Compass Group warned that earnings would fall short of expectations in 2004. WHAT WERE SOME SIGNIFICANT PURCHASES FOR THE PORTFOLIO IN 2004? Ryanair, the largest low cost airline servicing destinations throughout Europe was added to the portfolio in 2003. We continued to increase the position during 2004 as competition and fuel prices increased. Given the size and strength of Ryanair, it is only a matter of time until some smaller competitors call it quits. In the latest reporting period, fares did not decline as much as expected and in turn earnings were better. In addition, Ryanair is continuing to grow passenger ancillary revenues by selling a variety of services and products on their web site and aircraft. Hannover Rueckversicherung operates globally offering life, health, accident and property insurance. The company had positive confirmation on the state of the renewals for property and casualty lines of business. Overall, expectation of stable rates with marginal positive and negative on some lines has been confirmed. More importantly, the CEO is anticipating another strong renewals year for property and two more for casualty. The underwriting discipline continues and deductible levels and claims inflation is still protecting the business. HOW WAS THE PORTFOLIO POSITIONED RELATIVE TO ITS BENCHMARK AT YEAR-END 2004? The Portfolio uses a bottom-up stock selection process. All sector weightings are a residual of this process, and do not reflect top-down industry, country, or regional selections. As of December 31, 2004, the Portfolio held overweighted positions relative to the MSCI EAFE(R) Index* in defensive sectors, such as consumer staples and utilities, with an overweighted position in diversified financials. Underweighted positions included telecommunication services, banks, and basic resources. At year-end, the Portfolio was market-weighted in pharmaceuticals. At year-end 2004, we found Japanese investments less compelling than those in other Asian nations and Europe. As a result, the Portfolio is underweighted in Japan. Even so, the level of underweight has decreased as we have recently found businesses in Japan that meet all of our criteria for ownership in the Portfolio. WHAT IS YOUR OUTLOOK FOR THE FUTURE? Overall, we remain cautiously optimistic. The Portfolio has holdings in companies that we believe are well positioned in their respective sectors to generate returns above their cost of capital. The ability to manage capital efficiently is an important aspect of good management. We remain alert to opportunities and would be willing to purchase shares of businesses in underweighted sectors/regions. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. Foreign securities may be subject to greater risks than U.S. investments, including currency fluctuations, less-liquid trading markets, greater price volatility, political and economic instability, less publicly available information, and changes in U.S. or foreign tax or currency laws or monetary policy. These risks are likely to be greater in emerging markets than in developed markets. The Portfolio may invest in derivatives, which may increase the volatility of the Portfolio's net asset value and may result in a loss to the Portfolio. Because of its trading strategies, the Portfolio may experience a portfolio turnover rate of more than 100%. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-37 MAINSTAY VP MID CAP CORE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 22.27% 9.10% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP MID CAP CORE PORTFOLIO RUSSELL MIDCAP INDEX ------------------------ -------------------- 7/2/01 10000 10000 9414 9626 8197 8068 11102 11300 12/31/04 13574 13585 </Table> <Table> -- MainStay VP Mid Cap Core Portfolio -- Russell Midcap Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 21.96% 8.83% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP MID CAP CORE PORTFOLIO RUSSELL MIDCAP INDEX ------------------------ -------------------- 7/2/01 10000 10000 9402 9626 8167 8068 11032 11300 12/31/04 13456 13585 </Table> <Table> -- MainStay VP Mid Cap Core Portfolio -- Russell Midcap Index </Table> <Table> <Caption> ONE SINCE BENCHMARK YEAR INCEPTION Russell Midcap(R) Index* 20.22% 9.15% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (7/2/01) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-38 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP MID CAP CORE PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,150.20 $5.30 $1,020.10 $4.98 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,148.95 $6.64 $1,018.85 $6.24 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 95.4% Investment Companies 4.1 Cash and Other Assets (less liabilities) 0.5 </Table> See Portfolio of Investments on page M-170 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. S&P MidCap 400 Index-MidCap SPDR Trust, Series 1 2. DIAMONDS Trust, Series 1 3. Apple Computer, Inc. 4. Eastman Kodak Co. 5. Xerox Corp. 6. Valero Energy Corp. 7. Edison International 8. Georgia-Pacific Corp. 9. Limited Brands, Inc. 10. Phelps Dodge Corp. </Table> www.mainstayfunds.com M-39 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Harvey Fram of New York Life Investment Management LLC. MAINSTAY VP MID CAP CORE PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in companies with market capitalizations at the time of investment that are similar to those of companies in the Russell Midcap(R) Index. The Portfolio invests primarily in common stocks of U.S. companies. We seek those mid-cap companies that we believe will outperform the average of the mid-cap universe. In implementing this strategy, we employ a quantitative management approach that uses a proprietary model to rank stocks. The model focuses on value, earnings, and behavioral characteristics in the market. We generally invest in stocks that rank in the top 50% of the universe, considering the financial strength of the issuer and the potential for strong, long-term earnings growth. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Mid Cap Core Portfolio returned 22.27% for Initial Class shares and 21.96% for Service Class shares. Both share classes outperformed the 16.47% return of the average Lipper* Variable Products Mid-Cap Core Portfolio over the same period. Both share classes outperformed the 20.22% return of the Russell Midcap(R) Index, the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT MAJOR FACTORS INFLUENCED THE EQUITY MARKETS IN 2004? All broadly watched equity indices ended the year with positive returns. Small- and mid-capitalization stocks generally outperformed large capitalization issues in 2004, and the market favored value stocks over growth stocks at all capitalization levels. After considerable turbulence earlier in the year, the markets responded favorably after the presidential election. Job growth, record-high oil prices, and the declining value of the dollar all affected investor decisions during the year. HOW DID THESE MARKET FORCES AFFECT THE PORTFOLIO? The high price of oil was one of the biggest factors affecting the markets in 2004. This made the energy sector one of the Portfolio's top performers. The positive impact was intensified because the Portfolio held an overweighted position in energy stocks. Apple Computer's iPod music player was one of the most popular consumer products of 2004. The Portfolio was overweighted in Apple Computer, which along with Autodesk, helped make the information technology sector the Portfolio's top contributor to performance. WHAT ACCOUNTED FOR THE PORTFOLIO'S STRONG PERFORMANCE RELATIVE TO ITS BENCHMARK? The Portfolio outperformed the Russell Midcap(R) Index* with better stock selection and more favorable weightings in most sectors. The only sectors that detracted from performance relative to the benchmark were financials, health care, and consumer staples. Top individual stocks that helped performance included TXU, Monsanto, and J.C. Penney. DID YOU MAKE ANY SIGNIFICANT PORTFOLIO MANAGEMENT DECISIONS IN 2004? Our decision to maintain overweighted positions in the consumer discretionary, utilities, materials, industrials, energy, and telecommunication services sectors served to help the Portfolio's relative performance. Our decision to hold an underweighted position in financials detracted from performance when the sector showed relatively strong results for the year. WHICH STOCKS WERE THE PORTFOLIO'S STRONGEST PERFORMERS IN 2004? From a total-return perspective, Autodesk (+209.6%) was particularly strong, The company benefited from strong sales, improved gross margins, and positive foreign-currency effects. Apple Computer (+201.4%) soared on strong iPod sales. TXU (+177.3%) is a Texas power company that benefited from higher energy trading activity. Monsanto (+96.0%) is an agricultural-products company that saw strong earnings and strong sales of seed and genetically engineered products. Finally, Starwood Hotels & Resorts Worldwide (64.7%) advanced on increased sales from its hotel and leisure properties. WHICH STOCKS WERE WEAK PERFORMERS IN 2004? Sanmina-SCI (-32.8%) is a global provider of electronics-manufacturing services. The stock fell when Morgan Stanley reduced its earnings estimates for the company. Biogen Idec (+72.3%) was a strong performer but hurt relative performance, since the stock was underweighted in the Portfolio. Sears Roebuck (+14.6%) performed relatively well, but with purchases and sales throughout the year, the stock * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-40 MainStay VP Series Fund, Inc. detracted from the Portfolio's overall performance. Lucent Technologies (+33.1%) was a strong performer that was underweighted in the Portfolio. Humana (+29.9%) had strong results, but detracted from performance because of the timing of purchases and sales throughout the year. WHAT STOCKS DID THE PORTFOLIO PURCHASE IN 2004? The Portfolio added a new position in photography company Eastman Kodak. Earnings for the company started to recover in 2004. Limited Brands, a women's clothing retailer, was another company that we added to the Portfolio. The company's sales growth was impressive for the year, and as with Eastman Kodak, the company's earnings had been on the rise. WHICH STOCKS DID THE PORTFOLIO SELL DURING THE YEAR? Significant sales included Coach and Juniper Networks. Coach, a producer of leather and mixed-material products, experienced tremendous earnings growth in the past few years. The stock price rose to the point where the company no longer appeared to be a good value. The stock price of Juniper Networks, a designer and provider of Internet-protocol network-infrastructure solutions, also rose far enough to suggest that the company was no longer undervalued. HOW DID THE PORTFOLIO'S SECTOR WEIGHTINGS CHANGE IN 2004? Throughout the year, the Portfolio substantially increased its exposure to the materials and energy sectors. Both sectors were underweighted relative to the Russell Midcap(R) Index* at the beginning of the year, but at year-end were the Portfolio's most heavily overweighted sectors. During the year, we increased the Portfolio's already overweighted position in telecommunication services. The Portfolio decreased its exposure to utilities, information technology, and health care. As of December 31, 2003, information technology was an overweighted sector. But at year-end 2004, the Portfolio held an underweighted position in information technology. HOW WAS THE PORTFOLIO POSITIONED AT YEAR-END 2004? As of December 31, 2004, relative to the Russell Midcap(R) Index, materials was the most heavily overweighted sector in the Portfolio. Materials stocks have showed strong performance, partly because of the large demand for raw materials in China. As of the same date, the energy sector was also overweighted in the Portfolio. This positioning had a positive impact, largely because of the high price of oil. At year-end 2004, the most underweighted sector in the Portfolio was financials. Over the past few years, low interest rates had led to record numbers of new mortgages, which helped banks and other lending-institutions achieve large profits. Now, however, the Federal Open Market Committee has begun to steadily raise the targeted federal funds rate and banks will have to adapt. The Portfolio ended 2004 underweighted relative to the Russell Midcap(R) Index* in the health care sector. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO? President Bush has suggested that he will address a number of issues during his second term. His stance on social security reform, health care, energy, defense, budget deficits, tax reform, and deregulation could affect the markets in a number of ways. In 2005, the markets will also have to respond to changing oil prices and employment trends. The Portfolio increased its weighting in energy and materials stocks toward the end of 2004 to take advantage of high oil prices and sustained demand for raw materials. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. Investors should note that portfolios that invest in companies with market capitalizations below $10 billion involve additional risks. The securities of these companies may be more volatile and less liquid than the securities of larger companies. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. www.mainstayfunds.com M-41 MAINSTAY VP MID CAP GROWTH PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ------------------------------------------------------------- After Portfolio operating expenses 22.61% 4.34% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP MID CAP RUSSELL 2500 GROWTH GROWTH PORTFOLIO S&P MIDCAP 400 INDEX INDEX ------------------- -------------------- ------------------- 7/2/01 10000 10000 10000 9157 9844 9181 6538 8416 6510 9466 11413 9525 12/31/04 11607 13295 10915 </Table> <Table> -- MainStay VP Mid Cap Growth Portfolio -- S&P MidCap 400 Index -- Russell 2500 Growth Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ------------------------------------------------------------- After Portfolio operating expenses 22.30% 4.08% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP MID CAP RUSSELL 2500 GROWTH GROWTH PORTFOLIO S&P MIDCAP 400 INDEX INDEX ------------------- -------------------- ------------------- 7/2/01 10000 10000 10000 9145 9844 9181 6514 8416 6510 9408 11413 9525 12/31/04 11506 13295 10915 </Table> <Table> -- MainStay VP Mid Cap Growth Portfolio -- S&P MidCap 400 Index -- Russell 2500 Growth Index </Table> <Table> <Caption> ONE SINCE BENCHMARKS YEAR INCEPTION Russell 2500(R) Growth Index* 14.59% 2.53% S&P MidCap 400(R) Index* 16.48% 8.48% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (7/2/01) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-42 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP MID CAP GROWTH PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,168.00 $4.80 $1,020.60 $4.47 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,166.75 $6.15 $1,019.35 $5.74 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 99.2% Short-Term Investment 1.1 Liabilities in Excess of Cash and Other Assets -0.3 </Table> See Portfolio of Investments on page M-180 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. D.R. Horton, Inc. 2. PacifiCare Health Systems, Inc. 3. Peabody Energy Corp. 4. Coventry Health Care, Inc. 5. St. Joe Co. (The) 6. Harman International Industries, Inc. 7. Penn National Gaming, Inc. 8. Eagle Materials, Inc. 9. Garmin Ltd. 10. Coach, Inc. </Table> www.mainstayfunds.com M-43 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Rudolph C. Carryl and Edmund C. Spelman of MacKay Shields LLC MAINSTAY VP MID CAP GROWTH PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in common stocks and securities related to U.S. common stocks of companies with market capitalizations similar to the market capitalization of companies in the S&P MidCap 400(R) Index.* The Portfolio seeks to participate primarily in expanding markets of technology, health care, communications, and other high-growth industries. We also seek stocks with above-average growth in earnings. We select investments according to the economic environment, the attractiveness of particular markets, and the financial condition and competitiveness of individual companies. In implementing this strategy, we use a flexible approach and may invest in various types of companies and securities. We look for stocks and companies that we believe may be poised for a rise in price or an acceleration in earnings growth--possibly because of special factors, such as changes in management, products, consumer demand, or the economy. We may sell a stock if its earnings growth rate decelerates, if it appears overvalued in relation to its growth rate or peer group, or if the stock no longer appears likely to help the Portfolio meet its investment objective. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Mid Cap Growth Portfolio returned 22.61% for Initial Class shares and 22.30% for Service Class shares. Both share classes outperformed the 14.75% return of the average Lipper* Variable Products Mid-Cap Growth Portfolio over the same period. Both share classes outperformed the 14.59% return of the Russell 2500(R) Growth Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT KEY FACTORS INFLUENCED THE EQUITY MARKETS DURING 2004? Arguably the biggest factor was a 34% rise in the price of crude oil, which has stoked inflation fears and has the potential to put a damper on consumer spending. Another factor that affected the markets during the year was the beginning of a new tightening cycle by the Federal Reserve. Fortunately, the Federal Open Market Committee is raising rates at a truly measured pace. Investors continue to monitor reports from the Middle East--in particular, news coming out of Iraq--since this news influences the price of oil. During 2004, the employment market staged a modest recovery, which was welcome news to the investment community. The Bureau of Economic Analysis estimates that real gross domestic product increased 4.4% in 2004, suggesting that the U.S. economy remains on solid footing. The fact that interest rates remain at historically low levels is noteworthy, since low interest rates have helped fuel consumer spending. WHAT FACTORS HAD THE GREATEST IMPACT ON THE PORTFOLIO'S RELATIVE PERFORMANCE IN 2004? MainStay VP Mid Cap Growth Portfolio's strong performance relative to its peers during 2004 resulted primarily from individual security selection within the consumer discretionary, health care, and information technology sectors. Although the Portfolio's energy stocks advanced in concert with the rising price of oil, the Portfolio held an underweighted position in the sector, which detracted from the Portfolio's relative performance. WHAT DECISIONS GUIDED THE PORTFOLIO'S PERFORMANCE DURING THE REPORTING PERIOD? A key decision that had a positive effect on the Portfolio's performance was to increase the Portfolio's exposure to the consumer discretionary sector. Reducing the Portfolio's weighting in the information technology sector also proved beneficial. While our decision to increase the Portfolio's exposure in the high-performing energy sector had a positive impact, remaining underweighted in the sector hurt relative performance. WHICH STOCKS WERE THE STRONGEST POSITIVE CONTRIBUTORS TO THE PORTFOLIO'S PERFORMANCE? In 2004, the holdings that contributed the most to the Portfolio's performance were Penn National Gaming, Autodesk, PacifiCare Health Systems, and Harman International Industries. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-44 MainStay VP Series Fund, Inc. Penn National Gaming is an owner and operator of gaming properties. The company's stock price rose when investors concluded that the proposed merger with Argosy Gaming would create a stronger combined company, one that would be better able to compete in the rapidly consolidating gaming industry. Penn National has also benefited from an increase in year-over-year revenues in its gaming properties, horse racetracks, and associated off-track wagering facilities. Autodesk, one of the world's leading design software and digital content companies, received international recognition for its flagship AutoCAD software. The stock rose on news of a 75% gain in third-quarter earnings. PacifiCare's Secure Horizons was one of the nation's first--and today is one of the largest--Medicare Advantage plans. Secure Horizons offers health care coverage in eight western states. The company recently received approval by the Centers for Medicare & Medicaid Services to expand its Secure Horizons Medicare Advantage plan to Fremont County in South Central Colorado. Harman International, a manufacturer of high-quality high-fidelity audio and electronic products, is benefiting in large part from its solid long-term contracts with several major automakers. The company has profited from its growing sales in the luxury auto category, since these units carry particularly high profit margins. WHICH STOCKS WERE THE LARGEST DETRACTORS FROM THE PORTFOLIO'S PERFORMANCE IN 2004? In 2004, the largest detractors from the Portfolio's performance were New York Community Bancorp, Emulex, and SPX. New York Community Bancorp's shares declined on the news of a significant drop in earnings for 2004. After a merger with Roslyn Bancorp, New York Community Bancorp's balance sheet was highly leveraged, and the company was caught off guard by the big sell-off in bonds earlier in 2004. The company's thrift was forced to unload some $5 billion of interest-rate sensitive securities and incur steep losses. We sold the Portfolio's shares on the news. Emulex, which provides interface connections between computer systems and their attached data-storage peripherals, announced disappointing results for the fourth quarter of 2003. A majority of the revenue shortfall was related to a decline in expected orders from original equipment manufacturers for host bus adapters. We sold Emulex in July 2004. SPX designs, manufactures, and markets equipment for networking, broadcast, power, and fire-detection applications. The company's share price declined when third-quarter 2004 earnings per share fell short of expectations. The company reported that various costs and expenses had an impact on margins. We sold the Portfolio's position in the stock. WERE THERE ANY NOTEWORTHY PURCHASES DURING 2004? Yes. With energy prices at high levels, we purchased shares of National-Oilwell and Newfield Exploration for the Portfolio. In the materials sector, we purchased shares of coal company Peabody Energy and construction materials manufacturer Eagle Materials. In the financials sector, we added Affiliated Managers Group, an asset management holding company. In the industrials sector, we added Terex, a manufacturer of equipment for construction and surface mining. We added to the Portfolio's consumer discretionary holdings with the purchase of Penn National Gaming, Boyd Gamming, and The St. Joe Company. In health care, we added PacifiCare Health Systems and WellChoice. HOW DID THE PORTFOLIO'S WEIGHTINGS CHANGE DURING 2004? The Portfolio uses bottom-up stock selection, and all sector weightings are a residual of the Portfolio's rigorous investment disciplines. The Portfolio increased its exposure to the consumer discretionary sector from 25.9% at the end of 2003 to 32.3% at the end of 2004. Over the same period, we increased the Portfolio's weighting in the energy sector from 0.0% to 3.0%. We increased the Portfolio's weighting in the financials sector from 11.3% of net assets at the beginning of 2004 to 12.9% at year-end. Over the same period, the Portfolio's allocation to the materials sector grew from 0.2% to 9.9%. In 2004, the Portfolio decreased its exposure to the health care sector from 22.2% to 19.9%. The Portfolio's weighting in the industrials sector dropped from 15.9% to 10.6%, and exposure to the information technology sector declined from 24.5% to 11.3% of net assets. HOW DO THE PORTFOLIO'S WEIGHTINGS COMPARE WITH THOSE OF THE RUSSELL 2500(R) GROWTH INDEX?* As of December 31, 2004, the Portfolio was overweighted relative to the Russell 2500(R) Growth Index* in the consumer discretionary, financials, www.mainstayfunds.com M-45 health care, and materials sectors. At the same time, the Portfolio was underweighted in the consumer staples, energy, industrials, and information technology sectors. At year-end 2004, the Portfolio had no representation in the telecommunication services or utilities sectors. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO? With the uncertainty of the presidential election now behind us, we expect investors to refocus their attention on company fundamentals, which on balance remain fairly strong as we move into the new year. Although high energy prices, rising interest rates and the specter of rising inflation remain risk factors, we believe that a combination of historically low interest rates, moderate economic growth, and strengthening employment should help to drive stocks higher in 2005. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The investor should note that portfolios that invest in companies with market capitalizations below $10 billion involve additional risks. The securities of these companies may be more volatile and less liquid than the securities of larger companies. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-46 MainStay VP Series Fund, Inc. MAINSTAY VP MID CAP VALUE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 17.54% 7.33% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP MID CAP RUSSELL MIDCAP VALUE VALUE PORTFOLIO RUSSELL 1000 VALUE INDEX INDEX ------------------- ------------------------ -------------------- 7/02/01 10000 10000 10000 9897 9561 9909 8455 8077 8953 10904 10503 12362 12/31/04 12817 12235 15292 </Table> <Table> -- MainStay VP Mid Cap Value Portfolio -- Russell 1000 Value Index -- Russell Midcap Value Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - ----------------------------------------------------------- After Portfolio operating expenses 17.25% 7.07% </Table> After Portfolio operating expenses <Table> <Caption> MAINSTAY VP MID CAP RUSSELL MIDCAP VALUE VALUE PORTFOLIO RUSSELL 1000 VALUE INDEX INDEX ------------------- ------------------------ -------------------- 7/02/01 10000 10000 10000 9885 9561 9909 8424 8077 8953 10837 10503 12362 12/31/04 12706 12235 15292 </Table> <Table> -- MainStay VP Mid Cap Value Portfolio -- Russell 1000 Value Index -- Russell Midcap Value Index </Table> <Table> <Caption> ONE SINCE BENCHMARKS YEAR INCEPTION Russell Midcap(R) Value Index* 23.71% 12.90% Russell 1000(R) Value Index* 16.49% 5.93% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (7/2/01) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-47 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP MID CAP VALUE PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,105.75 $4.29 $1,020.95 $4.11 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,104.50 $5.61 $1,019.70 $5.38 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 85.4% Short-Term Investments 16.2 Liabilities in Excess of Cash and Other Assets -1.6 </Table> See Portfolio of Investments on page M-186 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Transocean, Inc. 2. Bowater, Inc. 3. Rowan Cos., Inc. 4. ENSCO International, Inc. 5. GlobalSantaFe Corp. 6. PMI Group, Inc. (The) 7. Temple-Inland, Inc. 8. Burlington Northern Santa Fe Corp. 9. Pride International, Inc. 10. Navistar International Corp. </Table> M-48 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Michael C. Sheridan of MacKay Shields LLC. MAINSTAY VP MID CAP VALUE PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests at least 80% of its assts in common and preferred stocks with market capitalizations that, at the time of investment, are similar to those of companies in the Russell Midcap(R) Value Index.* The Portfolio primarily invests in securities that the subadvisor believes are undervalued when purchased. Most of the Portfolio's securities pay cash dividends and are listed on a national securities exchange or are traded in the over-the-counter market. The Portfolio may also invest up to 20% of its assets in debt securities, U.S. government securities, and cash or cash equivalents. The Portfolio also invests in convertible securities and REITS (real estate investment trusts). In implementing this strategy, the subadvisor seeks to identify investment opportunities on the basis of the financial condition and competitiveness of individual companies. Effective May 1, 2004, the Portfolio changed its name from MainStay VP Equity Income Portfolio to MainStay VP Mid Cap Value Portfolio. The new name more accurately reflects the focus on mid-capitalization stocks in which the Portfolio typically invests. The Portfolio's investment objective remains unchanged. The Portfolio will continue to seek maximum long-term total return through a combination of capital appreciation and income. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Mid Cap Value Portfolio returned 17.54% for Initial Class shares and 17.25% for Service Class shares. Both share classes outperformed the 13.64% return of the average Lipper* Variable Products Equity Income Portfolio over the same period. Both share classes underperformed the 23.71% return of the Russell Midcap(R) Value Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT MAJOR FACTORS AFFECTED THE EQUITY MARKETS IN 2004? Around the world, accommodative monetary policies and generally low interest rates led to rapid global economic growth. Demand for raw materials was particularly strong from emerging Asian countries, including China and India. During the year, prices for energy and commodities rose sharply, which helped energy and basic materials stocks generate strong performance. Industrial stocks also benefited from strong global growth. Despite economic expansion, interest rates remained relatively low, allowing interest-rate-sensitive sectors, such as financials and utilities, to produce solid gains. WHICH SECTORS AND SECURITIES MADE THE STRONGEST POSITIVE CONTRIBUTION TO THE PORTFOLIO'S PERFORMANCE? The biggest positive contributor to performance was the Portfolio's overweighted position in the energy sector. In late 2003, we were convinced that the energy sector's fundamentals would continue to improve amid strong demand and global production constraints. Over the course of 2004, we further increased the Portfolio's weighting in the energy sector. The top three contributors to performance within the energy sector were Transocean, GlobalSantaFe, and ENSCO International. Transocean benefited from increased utilization of the company's high-specification drillships and semisubmersible rigs. As utilization approached full capacity, Transocean's day rates increased dramatically. GlobalSantaFe and ENSCO are leading offshore oil and gas drilling contractors that offer a full range of premium equipment and drilling-management services worldwide. The companies' shares appreciated on announcements that offshore-drilling-rig day rates had become more profitable. Outside of energy, the Portfolio's strongest performer was machinery company Cummins. This diesel-engine producer benefited from the robust increase in demand for commercial trucks. We recently reduced the Portfolio's position, since we felt that the stock was approaching fair value. Our decision to underweight the health care sector helped the Portfolio's performance. Strong stock selection in the information technology and telecommunications services sectors also had a beneficial impact. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-49 WHICH SECTORS AND SECURITIES DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? The Portfolio's underperformance of its benchmark, the Russell Midcap(R) Value Index, was driven by underweighted positions in utilities and financials, coupled with poor stock selection in the consumer discretionary, industrials, and materials sectors. After strong performance in 2003, industrial holding Navistar International was a disappointment in 2004. The company did not fully capitalize on the strong upturn in commercial-vehicle demand, as Cummins did. Manufacturing inefficiencies produced by a far-reaching and aggressive restructuring program were partly to blame. We trimmed the Portfolio's position later in the year but still maintain exposure to Navistar, which may benefit when the ongoing truck- replacement cycle picks up steam. In the consumer discretionary sector, golf-equipment manufacturer Callaway Golf and office-supplies and paper company OfficeMax were the biggest detractors. Callaway Golf faced stiff competition from its well-financed competitors Titleist (owned by Fortune Brands) and Taylor Made (owned by Adidas). The Portfolio has eliminated its position in Callaway Golf. Shares of OfficeMax suffered when a class action lawsuit against the company was announced. The complaint alleges that OfficeMax made misleading statements with respect to the company's financial performance and internal controls. We have sold the Portfolio's entire position in OfficeMax. Bowater in the materials sector and Safeway in consumer staples both failed to perform as expected. Bowater is a manufacturer of coated paper and newsprint that declined because advertising and help-wanted pages in newspapers remained depressed. Newsprint is a highly consolidated industry that may be on the cusp of an upturn in light of encouraging new-job creation and pricing increases. We believe that a weaker U.S. dollar may also help Bowater's product lines, and the Portfolio continues to hold the stock. Safeway, a grocery chain, suffered from strike-related costs and sales shortfalls. We sold the position and used the proceeds to purchase shares of Safeway's competitor Kroger, which we felt was better positioned as a grocery retailer. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO? In our opinion, the market provides excellent opportunities, yet it also presents high levels of risk. We believe the Portfolio is appropriately positioned for these dynamics. We continue to see potential opportunities in the energy sector in general--and offshore drillers in particular. Basic materials producers are just starting to enjoy a positive mix of increasing demand, high factory operating rates, low inventories, and price increases. We feel that a weaker U.S. dollar may disproportionately benefit U.S.-based producers held by the Portfolio. In the industrials sector, we anticipate increased demand for commercial vehicles and growing transport volumes. If our picture proves correct, several Portfolio holdings could benefit. Among financial companies, we are concerned about high bank valuations, little apparent new-loan demand, and potential for credit deterioration. Our assessment of long-term valuations suggests that real estate investment trusts (REITS) and utilities may both be overvalued. Consumer cyclical stocks appear overvalued, with companies in some industries trading at very high--or even record--valuations. We believe that all of these sectors look extremely vulnerable to higher interest rates, a weaker dollar, and continued high energy prices. For these reasons, we have underweighted risk-laden market segments and have carefully chosen stocks in sectors that may present higher risk. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. Investors should note that portfolios that invest in companies with market capitalizations below $10 billion involve additional risks. The securities of these companies may be more volatile and less liquid than the securities of larger companies. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-50 MainStay VP Series Fund, Inc. MAINSTAY VP S&P 500 INDEX PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------ After Portfolio operating expenses 10.49% -2.57% 11.73% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP S&P 500 INDEX PORTFOLIO S&P 500 INDEX ------------------------- ------------- 12/31/94 10000 10000 13689 13758 16759 16917 22261 22561 28603 29008 34523 35112 31306 31915 27514 28122 21402 21907 27436 28190 12/31/04 30314 31258 </Table> <Table> -- MainStay VP S&P 500 Index Portfolio -- S&P 500 Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------ After Portfolio operating expenses 10.22% -2.81% 11.45% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP S&P 500 INDEX PORTFOLIO S&P 500 INDEX ------------------------- ------------- 12/31/94 10000 10000 13653 13758 16672 16917 22090 22561 28312 29008 34087 35112 30835 31915 27033 28122 20976 21907 26824 28190 12/31/04 29565 31258 </Table> <Table> -- MainStay VP S&P 500 Index Portfolio -- S&P 500 Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARK YEAR YEARS YEARS S&P 500(R) Index* 10.88% -2.30% 12.07% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from 1/1/95 through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-51 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP S&P 500 INDEX PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,070.15 $2.03 $1,023.05 $1.98 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,068.90 $3.33 $1,021.80 $3.25 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 96.7% Short-Term Investments 2.6 Cash and Other Assets (less liabilities) 0.7 Warrants 0.0* </Table> See Portfolio of Investments on page M-192 for specific holdings within these categories. *Less than one-tenth of one percent. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. General Electric Co. 2. ExxonMobil Corp. 3. Microsoft Corp. 4. Citigroup, Inc. 5. Wal-Mart Stores, Inc. 6. Pfizer, Inc. 7. Bank of America Corp. 8. Johnson & Johnson 9. American International Group, Inc. 10. International Business Machines Corp. </Table> M-52 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Francis J. Ok of New York Life Investment Management LLC. MAINSTAY VP S&P 500 INDEX PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its total assets in stocks in the S&P 500(R) Index* in the same proportions, to the extent feasible, as they are represented in the S&P 500(R) Index.* Effective May 1, 2004, the Portfolio changed its name from MainStay VP Indexed Equity Portfolio to MainStay VP S&P 500 Index Portfolio. The new name more clearly identifies the index that is being tracked. The Portfolio's objective--to seek to provide investment results that correspond to the total return performance (reflecting reinvestment of dividends) of common stocks in the aggregate, as represented by the S&P 500(R) Index*--remains unchanged. During 2004, Francis J. Ok, who already served as part of the management team, replaced Stephen Killian as Portfolio Manager. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND THE S&P 500(R) INDEX* IN 2004? For the 12 months ended December 31, 2004, MainStay VP S&P 500 Index Portfolio returned 10.49% for Initial Class shares and 10.22% for Service Class shares. Initial Class shares outperformed and Service Class shares underperformed the 10.35% return of the average Lipper* Variable Products S&P 500 Index Objective Portfolio over the same period. Both share classes underperformed the 10.88% return of the S&P 500(R) Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. Since the Portfolio incurs actual expenses that a hypothetical index does not, there will be times when the Portfolio lags the Index. WHAT KEY FACTORS INFLUENCED THE EQUITY MARKETS DURING THE YEAR? All broadly watched equity indices ended 2004 with positive results. Small- and mid-capitalization stocks performed relatively better than large-capitalization stocks. The market favored value stocks over growth stocks at all capitalization levels. Throughout much of the year, low interest rates and indications of rebounding economic activity contributed to an optimistic outlook for domestic equities. Investors also had to consider the potential impact of rising employment, record high oil prices, and a declining U.S. dollar. The stock market responded favorably after the Presidential election and climbed from early November to the end of 2004. WHAT WERE THE BEST PERFORMING INDUSTRY GROUPS IN THE S&P 500(R) INDEX* IN 2004? From a total-return perspective, the best performing industry group was hotels, restaurants & leisure (+39.11%).(1) This was followed by energy (+31.24%), real estate (+28.91%), utilities (+24.50%), and consumer durables & apparel (+24.15%). From an impact perspective, which takes both total returns and weightings into account, the industry group that made the greatest positive contribution to the performance of the S&P 500(R) Index* in 2004 was energy (+31.24%), followed by capital goods (+19.01%), banks (+14.21%), retailing (+22.39%), and health care equipment & services (+18.23%). WHICH COMPANIES WERE THE STRONGEST PERFORMERS IN THE INDEX IN 2004? The S&P 500(R) company with the highest total-return for 2004 was Autodesk (+209.62%). Next was Apple Computer (+201.36%), followed by TXU (+177.67%), Valero Energy (+97.64%), and Monsanto (+96.09%). The companies with the greatest positive contribution to the performance of the S&P 500(R) Index* in 2004 all had higher weightings and lower total returns. The company with the greatest positive impact on the performance of the Index, including weightings and total returns, was ExxonMobil (+28.04%), followed by General Electric (+20.68%), Johnson & Johnson (+25.17%), Bank of America (+21.50%), and eBay (+80.05%). WHICH INDUSTRY GROUPS WERE THE WEAKEST PERFORMERS IN 2004? The S&P 500(R) industry group with the worst total return for 2004 was semiconductors & semiconductor equipment (-21.20%). The second-worst performing industry group in terms of total returns alone was pharmaceuticals & biotechnology (-5.22%), followed by media (-2.53%), automobiles & components (-2.26%), and food & staples retailing (+3.51%). 1. Performance percentages reflect total returns of the industry groups and securities mentioned for the 12 months ended December 31, 2004. Purchases and sales within the Portfolio may cause the performance of Portfolio holdings to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-53 From an impact perspective, which takes weightings and total returns both into account, the industry groups that made the greatest negative contributions to the performance of the Index were the same in the first four instances. The fifth-greatest detractor from the performance of the Index, however, was commercial services & supplies (+6.94%). WHICH COMPANIES DETRACTED FROM THE PERFORMANCE OF THE INDEX IN 2004? In 2004, Winn-Dixie Stores (-54.02%) was the worst-performing stock in the S&P 500(R) Index from a total-return perspective. Ciena (-49.09%) was next, followed by PMC-Sierra (-44.03%), Chiron (-41.51%), and LSI Logic (-38.22%). From an impact perspective, which takes total returns and weightings both into account, the company that made the greatest negative contribution to the performance of the Index was Pfizer (-22.31%), followed by Intel (-26.56%), Cisco Systems (-20.26%), Merck (-27.76%), and Coca-Cola (-16.11%). WERE THERE ANY SIGNIFICANT CHANGES TO THE INDEX IN 2004? The Portfolio seeks to track the performance and weightings of stocks in the S&P 500(R) Index. The Index itself, however, may change from time to time as companies merge, divest units, add to their market capitalization, or face financial difficulties. Standard & Poor's may also occasionally adjust the Index to better reflect the companies that it believes are most representative of the makeup of our economy. In 2004, there were 20 companies deleted from the S&P 500(R) Index and 20 companies added to it. Among the deleted companies were familiar names such as Tupperware, American Greetings, John Hancock Financial Services, AT&T Wireless, and Winn-Dixie Stores. Among the additions were such well-known companies as Caremark Rx, E*Trade Financial, Valero Energy, Coach, and News Corporation. Several of the changes in the Index were the result of mergers and acquisitions. WHAT IS YOUR OUTLOOK GOING FORWARD? President Bush has suggested that he will address a number of issues during his second term. His stance on social security reform, health care, energy, defense, budget deficits, tax reform, and deregulation could affect the markets in a number of ways. In 2005, the markets will also have to respond to changing oil prices and employment trends. As always, the Portfolio will seek to track the performance and makeup of the S&P 500(R) Index, regardless of how the market is affected by these forces. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Portfolio may invest in derivatives, which may increase the volatility of the Portfolio's net asset value and may result in a loss to the Portfolio. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-54 MainStay VP Series Fund, Inc. MAINSTAY VP SMALL CAP GROWTH PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 9.40% 2.47% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP SMALL CAP RUSSELL 2000 GROWTH GROWTH PORTFOLIO INDEX RUSSELL 2000 INDEX --------------------- ------------------- ------------------ 7/2/01 10000 10000 10000 9548 9074 9591 7027 6328 7627 9956 9400 11231 12/31/04 10892 10744 13289 </Table> <Table> -- MainStay VP Small Cap Growth Portfolio -- Russell 2000 Index -- Russell 2000 Growth Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE SINCE TOTAL RETURNS YEAR INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 9.13% 2.21% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP SMALL CAP RUSSELL 2000 GROWTH GROWTH FUND INDEX RUSSELL 2000 INDEX --------------------- ------------------- ------------------ 7/2/01 10000 10000 10000 9536 9074 9591 7000 6328 7627 9894 9400 11231 12/31/04 10798 10744 13289 </Table> <Table> -- MainStay VP Small Cap Growth Portfolio -- Russell 2000 Index -- Russell 2000 Growth Index </Table> <Table> <Caption> ONE SINCE BENCHMARKS YEAR INCEPTION Russell 2000(R) Growth Index* 14.31% 2.07% Russell 2000(R) Index* 18.33% 8.46% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (7/2/01) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-55 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP SMALL CAP GROWTH PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,070.65 $4.94 $1,020.25 $4.82 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,069.50 $6.24 $1,019.00 $6.09 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 96.3% Short-Term Investments (collateral from securities lending is 10.8%) 14.6 Liabilities in Excess of Cash and Other Assets -10.9 </Table> See Portfolio of Investments on page M-204 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. WCI Communities, Inc. 2. Ryland Group, Inc. (The) 3. Sierra Health Services, Inc. 4. Terex Corp. 5. Guitar Center, Inc. 6. MSC Industrial Direct Co., Inc. Class A 7. Affiliated Managers Group, Inc. 8. Cooper Cos., Inc. (The) 9. Hovnanian Enterprises, Inc. Class A 10. Meritage Homes Corp. </Table> M-56 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Rudolph C. Carryl and Edmund C. Spelman of MacKay Shields LLC. MAINSTAY VP SMALL CAP GROWTH PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in companies with market capitalizations at the time of investment comparable to those of companies in the Russell 2000(R) Index.* We select investments according to the economic environment and the attractiveness of particular markets and the financial condition and competitiveness of individual companies. In implementing this strategy, we look for securities of companies with above-average revenue and earnings-per-share growth, potential for positive earnings surprises, and strong management. Ideally, the companies will have high levels of ownership by insiders. We may also invest in companies that we believe are attractive because of special factors, such as new management, new products, changes in consumer demand, or changes in the economy. We may sell a stock if its fundamentals deteriorate, if its valuation is deemed too high in relation to its growth rate or its peer group, or if, in general, we do not believe the security will help the Portfolio meet its investment objective. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? During the 12 months ended December 31, 2004, MainStay VP Small Cap Growth Portfolio returned 9.40% for Initial Class shares and 9.13% for Service Class shares. Both share classes underperformed the 11.71% return of the average Lipper* Variable Products Small-Cap Growth Portfolio over the same period. Both share classes underperformed the 14.31% return of the Russell 2000(R) Growth Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT MAJOR FACTORS INFLUENCED THE STOCK MARKET DURING 2004? The equity markets managed to register a healthy gain for the year, despite concerns regarding Federal Reserve interest-rate hikes, sharply higher oil prices, the ongoing war in Iraq, and the uncertainties that surrounded the U.S. presidential election. Much of the market's advance took place toward the end of the year, when investors began to refocus on those market fundamentals, such as earnings growth, that appeared to be favorable. WHICH SECTORS HAD THE GREATEST IMPACT ON THE PORTFOLIO'S PERFORMANCE IN 2004? During the year, effective stock selection in the consumer discretionary and industrials sectors helped the Portfolio's performance relative to the Russell 2000(R) Growth Index.* The Portfolio's health care holdings underperformed, however, and an underweighted position in energy also detracted from the Portfolio's relative results when the energy sector rallied sharply with the rising price of oil. WHAT WERE SOME OF THE PORTFOLIO'S STOCK-SPECIFIC SUCCESS STORIES? In 2004, the greatest positive contributors to the Portfolio's performance were Station Casinos, Coldwater Creek, Penn National Gaming, FLIR Systems, and Cytyc. Station Casinos benefited from healthy demand from local Las Vegas citizens as well as from expansion of the company's management contracts at Native American casinos in California. Coldwater Creek--a retailer of women's clothes, accessories, jewelry, and gifts--operates 113 stores and plans to open as many as 500 in the next six to eight years. Penn National Gaming is an owner and operator of casinos, racetracks, and off-track wagering facilities in seven states and Ontario, Canada. In November, Penn National Gaming made an offer to acquire Argosy Gaming, which would create the third-largest gaming property operator in the United States. This merger will create a presence in nearly every major regional gaming market. Earnings at FLIR Systems rose steadily on strong government and commercial demand for the company's thermal-imaging and infrared-camera systems. Cytyc's stock price benefited from continued growth in the company's core ThinPrep Pap smear product. Cytyc's growth prospects were also enhanced by the introduction of a new diagnostic imaging product and by the acquisition of a new women's health product known as NovaSure. WHICH HOLDINGS WERE THE LARGEST DETRACTORS FROM THE PORTFOLIO'S RESULTS FOR THE YEAR? Taro Pharmaceutical, Odyssey Healthcare, Fairchild Semiconductor, Hot Topic, and Wireless Facilities were 1. Performance percentages reflect total returns of the indicated securities for the 12 months ended December 31, 2004, or for the portion of the period securities were held in the Portfolio, if shorter. Purchases and sales within the Portfolio may cause the performance of the Portfolio to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-57 the largest detractors from the Portfolio's performance in 2004. Taro Pharmaceuticals swung from profitability to an unexpected loss in the second quarter of 2004 because of excess inventory and a sharp decline in sales. Taro Pharmaceuticals also spent heavily to promote an acquired product that generated disappointing revenues. Odyssey Healthcare's stock price fell because of an SEC investigation. To make matters worse, higher-than-expected pharmaceutical and labor costs and adverse Medicare-reimbursement developments led to declining earnings at Odyssey's hospice operations. Fairchild Semiconductor, which provides power and interface solutions for a broad range of electronic devices, saw poor performance in its second fiscal quarter, which ended in June 2004. Reasons included a volatile backlog and slowing end-market demand. Hot Topic, an alternative teen retailer, experienced disappointing sales growth mainly because of sluggish demand for the company's less-traditional style of apparel and accessories. Wireless Facilities experienced disappointing demand for its outsourcing services for wireless telecommunications service providers and equipment manufacturers. The company also disclosed accounting irregularities, which resulted in a restatement of earnings. We sold each of these Portfolio holdings during 2004. WERE THERE ANY SIGNIFICANT PURCHASES DURING THE YEAR? With energy prices at record-high levels, we established Portfolio positions in Cal Dive, Grey Wolf, and Petroleum Development Corp. In the industrials sector, we added Terex, a manufacturer of construction and surface-mining equipment. We also added to the Portfolio's position--originally established in late 2003--in Actuant, a manufacturer of components for recreational vehicles and of other tools and supplies. We added casino operator Penn National Gaming, Coldwater Creek, and Meritage Homes, to the Portfolio's consumer discretionary holdings, all of which had a positive impact on the Portfolio in 2004. In health care, we added multistate managed-care organization Molina Healthcare. WHAT STOCKS DID THE PORTFOLIO SELL IN 2004? In addition to selling the Portfolio's primary detractors, we eliminated Advanced Energy Industries, Business Objects, Medicis Pharmaceutical, MKS Instruments, and SkyWest. Each of these sales reflected our belief that business prospects for these issuers were deteriorating. In late December 2004, we sold some of the Portfolio's top-performing stocks--including casino gaming operator Station Casinos, Cytyc, OSI Pharmaceuticals, and Harman International--because of market-capitalization considerations. DID THE PORTFOLIO CHANGE ITS INDUSTRY GROUP WEIGHTINGS DURING 2004? We significantly reduced the Portfolio's weighting in the information technology sector from 36.5% to 16.4% of the Portfolio's net assets. This decision had a positive effect on the Portfolio's performance. The Portfolio also benefited by establishing a position in the materials sector and raising exposure from 0% to 2.4% of net assets. We also decreased the Portfolio's weighting in health care from 16.8% to 12.1% of net assets. We increased the Portfolio's weighting in the strongly performing energy sector from 2.1% to 8.4% of net assets during the 2004. Unfortunately, the Portfolio's underweighted energy position early in the reporting period hurt relative performance. HOW WAS THE PORTFOLIO POSITIONED AT THE END OF 2004? As of December 31, 2004, the Portfolio held overweighted positions relative to the Russell 2000(R) Growth Index* in the consumer discretionary, energy, and industrial sectors. At the same time, the Portfolio held underweighted positions in health care and information technology. At year-end, the Portfolio had no representation in the utilities sector. WHAT DO YOU ANTICIPATE GOING FORWARD? Although terrorism, the weak dollar, and high energy prices remain risk factors to be monitored, we believe that the economy will experience moderate growth in 2005 and that corporate profits will continue to improve. We will continue to focus on stocks of strong, well-managed small-cap companies that we believe have good growth prospects. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. Stocks of small companies may be subject to higher price volatility, significantly lower trading volumes, and greater spreads between bid and ask prices than stocks of larger companies. Small companies may be more vulnerable to adverse business or market developments than mid- or large-capitalization companies. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-58 MainStay VP Series Fund, Inc. MAINSTAY VP TOTAL RETURN PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------- After Portfolio operating expenses 6.37% -1.93% 8.62% </Table> (after Portfolio operating expenses) <Table> <Caption> MAINSTAY VP TOTAL TOTAL RETURN GROWTH TOTAL RETURN CORE RETURN PORTFOLIO COMPOSITE INDEX COMPOSITE INDEX S&P 500 INDEX ----------------- ------------------- ----------------- ------------- 12/31/94 10000 10000 10000 10000 12833 12945 12977 13758 14384 14905 14884 16917 16943 18195 18354 22561 21540 23068 22051 29008 25205 27405 24682 35112 24107 24798 24652 31915 21530 22628 23652 28122 17963 19502 21397 21907 21498 23215 25494 28190 12/31/94 22867 24523 27689 31258 </Table> <Table> -- MainStay VP Total Return -- Total Return Growth Composite Index Portfolio -- Total Return Core Composite -- S&P 500 Index Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE TEN TOTAL RETURNS YEAR YEARS YEARS - ------------------------------------------------------------- After Portfolio operating expenses 6.10% -2.17% 8.35% </Table> (after Portfolio operating expenses) <Table> <Caption> MAINSTAY VP TOTAL TOTAL RETURN GROWTH TOTAL RETURN CORE RETURN PORTFOLIO COMPOSITE INDEX COMPOSITE INDEX S&P 500 INDEX ----------------- ------------------- ----------------- ------------- 12/31/94 10000 10000 10000 10000 12800 12945 12977 13758 14310 14905 14884 16917 16814 18195 18354 22561 21319 23068 22051 29008 24884 27405 24682 35112 23737 24798 24652 31915 21147 22628 23652 28122 17601 19502 21397 21907 21013 23215 25494 28190 12/31/94 22295 24523 27689 31258 </Table> <Table> -- MainStay VP Total Return -- Total Return Growth Composite Index Portfolio -- Total Return Core Composite -- S&P 500 Index Index </Table> <Table> <Caption> ONE FIVE TEN BENCHMARKS YEAR YEARS YEARS Total Return Core Composite Index* 8.61% 2.33% 10.72% Total Return Growth Composite Index* 5.63 -2.20 9.38 S&P 500(R) Index* 10.88 -2.30 12.07 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/4/03, includes the historical performance of the Initial Class shares from (1/1/95) through 6/3/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-59 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP TOTAL RETURN PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,051.90 $3.20 $1,021.90 $3.15 ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,050.65 $4.48 $1,020.65 $4.42 ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 67.5% U.S. Government & Federal Agencies 17.0 Short-Term Investments (collateral from securities lending is 2.9%) 9.8 Corporate Bonds 8.7 Foreign Bonds 1.9 Asset-Backed Securities 1.3 Convertible Preferred Stocks 0.7 Commercial Mortgage Loans 0.7 Yankee Bonds 0.3 Preferred Stock 0.1 Municipal Bond 0.1 Liabilities in Excess of Cash and Other Assets -8.1 </Table> See Portfolio of Investments on page M-211 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Federal National Mortgage Association 6.00%, due 2/10/35 TBA 2. Citigroup, Inc. 3. Federal National Mortgage Association 5.50%, due 2/15/20 TBA 4. International Business Machines Corp. 5. Bank of America Corp. 6. Federal National Mortgage Association 5.50%, due 2/15/35 TBA 7. Rowan Cos., Inc. 8. United States Treasury Note 6.00%, due 8/15/09 9. UnitedHealth Group, Inc. 10. Transocean, Inc. </Table> M-60 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Rudolph C. Carryl, Gary Goodenough, Christopher Harms, Richard A. Rosen, and Edmund C. Spelman of MacKay Shields LLC. MAINSTAY VP TOTAL RETURN PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 30% of its net assets in U.S. equity securities and at least 30% in U.S. debt securities. In the past, the equity portion of the Portfolio invested primarily in growth-oriented stocks. During the first half of the year the Portfolio's investment strategy was modified, and the Portfolio began investing about half of its equity assets in growth-oriented stocks and about half of its equity assets in value-oriented stocks. The Portfolio's investment objective--to seek to realize current income consistent with reasonable opportunity for future growth of capital and income--did not change. To implement the Portfolio's modified investment strategy, Richard A. Rosen was added as a Portfolio Manager during the reporting period. The bond portion of the Portfolio invests primarily in securities that are rated A or better by S&P or Moody's,(1) or if unrated, are deemed by the subadvisor to be of comparable credit quality. During 2004, the Portfolio's investment capability was expanded to allow up to 20% of the Portfolio's debt securities to be invested across the full range of high-yield securities. This range consists of debt securities rated below Baa by Moody's or BBB by S&P(2) or deemed by the subadvisor to be of comparable quality. Both the stock and bond portions of the Portfolio may take a flexible approach by investing in a variety of securities, industries, and issuers. To reflect the modification of the Portfolio's equity investment strategy, the equity portion of the Portfolio (which was formerly measured against the Russell 1000(R) Growth Index)* is now measured against the Russell 1000(R) Index.* HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Total Return Portfolio returned 6.37% for Initial Class shares and 6.10% for Service Class shares. Both share classes underperformed the 8.55% return of the average Lipper* Variable Products Balanced Portfolio over the same period. Both share classes also underperformed the 8.61% return of the Portfolio's benchmark, the Total Return Core Composite Index,* for the 12 months ended December 31, 2004.(3) The stock portion of the Portfolio underperformed the Russell 1000(R) Index,* while the bond portion of the Portfolio outperformed the Lehman Brothers(R) Aggregate Bond Index.* WHAT FACTORS AFFECTED THE STOCK MARKET DURING THE 12 MONTHS ENDED DECEMBER 31, 2004? Arguably the biggest factor was a 34% rise in the price of crude oil, which has stoked inflation fears and has the potential to put a damper on consumer spending. Another factor that affected the markets 1. Bonds rated A by Moody's Investors Service possess many favorable investment attributes and in Moody's opinion are to be considered as upper medium-grade obligations. Factors giving security to principal and interest are considered by Moody's to be adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future. Debt rated A by Standard & Poor's is deemed by Standard & Poor's to be somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher-rated categories. In the opinion of Standard & Poor's, however, the obligor's capacity to meet its financial commitment on the obligation is still strong. When applied to Portfolio holdings, ratings are based solely on the creditworthiness of the bonds in the Portfolio and are not meant to represent the security or safety of the Portfolio. 2. Bonds rated Baa by Moody's Investors Service are considered by Moody's to be medium-grade obligations (i.e., obligations that Moody's believes are neither highly protected nor poorly secured). It is Moody's opinion that interest payments and principal security appear adequate for the present, but that certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Moody's believes that such bonds lack outstanding investment characteristics and that they in fact have speculative characteristics as well. Debt rated BBB by Standard & Poor's is deemed by Standard & Poor's to exhibit adequate protection parameters. It is the opinion of Standard & Poor's, however, that adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation than would be the case for debt in higher-rated categories. When applied to Portfolio holdings, ratings are based solely on the creditworthiness of the bonds in the Portfolio and are not meant to represent the security or safety of the Portfolio. 3. The Portfolio also compares itself to the Total Return Growth-Core Composite Index, an unmanaged index that reflects the change in the makeup of the Portfolio. The Total Return Growth-Core Composite Index consists of two portions--a 40% bond portion that is represented by the Lehman Brothers(R) Aggregate Bond Index and a 60% equity portion that is represented by the Russell 1000(R) Growth Index through May 31, 2005, and the Russell 1000(R) thereafter. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-61 during the year was the beginning of a new tightening cycle by the Federal Reserve. Fortunately, the Federal Open Market Committee is raising rates at a truly measured pace. Investors continue to monitor reports from the Middle East--in particular, news coming out of Iraq--since this news influences the price of oil. During 2004, the employment market staged a modest recovery, which was welcome news to the investment community. Annualized growth in gross domestic product remained in the range of 3.1% to 4.5% throughout the year,(3) suggesting that the U.S. economy remains on solid footing. The fact that interest rates remain at historically low levels is noteworthy, since low interest rates have helped fuel consumer spending. WHICH SECTORS WERE STRONG PERFORMERS FOR THE EQUITY PORTION OF THE PORTFOLIO? Most sectors showed positive total returns for 2004. The sole exception was information technology, which posted a slightly negative return. An overweighted position and strong individual security selection helped make health care and energy the best-performing sectors in the Portfolio, followed by telecommunication services. Although the Portfolio was underweighted in telecommunication services relative to the Russell 1000(R) Index,* solid security selection in the sector helped provide a strong contribution to performance. The Portfolio's holdings in industrials and consumer staples stocks posted double-digit returns for 2004 and outperformed securities in these sectors in the Russell 1000(R) Index.* WHICH SECTORS SHOWED WEAK PERFORMANCE IN THE EQUITY PORTION OF THE PORTFOLIO? The only sector with an absolute negative return was information technology. Although the Portfolio was underweighted in the sector relative to the Russell 1000(R) Index,* weak security selection also detracted from performance. All other sectors had positive total returns, but Portfolio's holdings in the consumer discretionary, financials, materials and utilities sectors underperformed peer securities in the Index for 2004. WHICH INDIVIDUAL STOCKS WERE STRONG PERFORMERS? UnitedHealth Group is a leading provider of products and resources to plan and administer employee-health-benefit plans. The company recently allied with top-tier regional health plans and plan administrators, which has led to network savings and an acceleration in membership growth. These factors had a positive impact on the company's bottom-line growth, which helped fuel gains in UnitedHealth Group's stock in 2004. Caremark Rx, a leading provider of prescription-benefit-management and therapeutic pharmaceutical services was weighed down most of the year by concerns that John Kerry might become president and make dramatic changes to the U.S. health care system. Certainly any significant changes would have had a meaningful impact on Caremark Rx's business. From Bush's reelection on November 2 through year-end 2004, the price of the company's stock rallied 38%. Symantec is a leading provider of Internet-security software. While the information technology sector as a whole has struggled to grow, security software remains one of the few bright spots. Symantec has capitalized on this strength, and the company's fundamentals and stock price have reacted accordingly. Transocean, which provides offshore and inland marine contract drilling services for oil and gas wells, benefited from higher energy prices and rising day- rates. The company's shares gained 77% in 2004.(4) WHICH STOCKS SHOWED POOR PERFORMANCE IN 2004? VERITAS Software, a leading vendor of enterprise storage-management products, suffered in 2004 on concerns about accounting irregularities. After reaching a 52-week high in mid-January of 2004, the stock traded down and finally bottomed in early September. In early July, the company missed consensus sales expectations, prompting further concerns that the company was losing share to close competitors in the U.S. market. The stock staged a meaningful 3. This range includes advance estimates from the Bureau of Economic Analysis for fourth-quarter 2004 real gross domestic product. Estimates are subject to revision. 4. Performance percentages reflect the price performance of the securities mentioned for the 12 months ended December 31, 2004, or for the portion of the reporting period shares were held in the Portfolio, if shorter. Performance percentages reflect the impact of dividends received, if any. Purchases and sales within the Portfolio may cause the performance of Portfolio holdings to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-62 MainStay VP Series Fund, Inc. rebound when investors were encouraged by the company's decision to reorganize around product groups. The company also beat analysts' expectations for the third quarter of 2004 by a penny. New York Community Bancorp is a bank holding company that owns New York Community Bank. In 2004, New York Community Bancorp declined sharply on concerns about the impact of rising interest rates on New York Community Bank's variable-rate debt. Seeing the potential for margin contraction, we sold the stock in October. Intel is a leading manufacturer of semiconductors and related products. At the beginning of the year, the market correctly anticipated a slowdown in semiconductor demand in the second half of 2004. This downturn resulted in cancelled orders, rising channel inventories, and falling prices. Analysts' consensus estimates called for 7% bottom-line growth in 2005, and this tepid earnings outlook weighed heavily on Intel's stock in 2004. After hitting a 52-week low in September 2004, however, the stock recently traded up as analysts began to reconsider their estimates of the company's earnings potential. Texas Instruments is a leading manufacturer of semiconductors and related products. The company's stock was hurt by a widespread sell-off in semiconductor stocks in 2004. Since the pressure on semiconductor stocks has abated, shares of Texas Instruments moved well ahead of a 52-week low reached in early August. Analysts' consensus estimates have called for a 10% rise in Texas Instruments' earnings in 2005. Merck shares fell precipitously in late September after Vioxx was pulled from the market because of safety concerns. We remained uncomfortable with Merck's potential drug-safety liability, and we sold the shares late in the year after they had recovered somewhat from their dramatic decline. HOW DID THE PORTFOLIO'S SECTOR WEIGHTINGS CHANGE DURING THE YEAR? The equity portion of the Portfolio uses bottom-up stock selection, and all sector weightings are a residual of the Portfolio's rigorous investment disciplines. Relative to the Russell 1000(R) Index,* the equity portion of the Portfolio began the year overweighted in the information technology, consumer discretionary, health care, industrials, and materials sectors. The equity portion of the Portfolio was underweighted in the financials, utilities, consumer staples, telecommunication services, and energy sectors. During the course of the year, we reduced the Portfolio's exposure to information technology, consumer staples, consumer discretionary, and health care stocks and increased its equity weightings in the energy, financials and telecommunication services sectors. At year-end 2004, the equity portion of the Portfolio held overweighted positions relative to the Index in the energy, consumer discretionary, materials, industrials, telecommunication services, and information technology sectors. The equity portion of the Portfolio was underweighted in the financials, consumer staples, and utilities sectors. WHAT MAJOR FACTORS INFLUENCED THE BOND MARKETS DURING 2004? The level of interest rates, the pace of economic growth, the price of oil, and the performance of the U.S. dollar relative to other currencies all had an impact on the bond market. The year began with the targeted federal funds rate at an accommodative 1.0%. In the first few months of 2004, it appeared that a tighter monetary policy might inhibit economic growth and lead to deflation. With slack in the labor markets, unutilized manufacturing capacity, and little pricing power in most industries, there appeared to be little risk of the economy overheating. In April, however, uniformly firm economic releases challenged this outlook, and investors began to anticipate a Federal Reserve move to raise interest rates. Consistent with market expectations, the Federal Open Market Committee raised the targeted federal funds rate to 1.25% in June. Additional 25-basis-point tightening moves--one in each of August, September, November, and December-- brought the targeted federal funds rate to 2.25% by year-end 2004. Although the price of oil rose dramatically during the year, inflationary pressures remained relatively subdued. The decline in the U.S. dollar, however, led foreign banks to purchase large blocks of U.S. Treasuries. This move was designed to help keep locally produced goods competitive in the global market- place. During 2004, high-yield bonds benefited from relatively benign default rates, declining stock-market * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-63 volatility, the avid pursuit of yield by U.S. investors, and an appetite for credit risk among foreign investors. HOW HAVE YOU POSITIONED THE BOND PORTION OF THE PORTFOLIO IN THIS ENVIRONMENT. During 2004, we took profits on 4% of the Portfolio's corporate-bond allocation and rotated the proceeds into higher-quality residential and commercial mortgage-backed securities. As of December 31, 2004, the bond portion of the Portfolio had a duration of 4.16 years, or 96% of the duration of the Lehman Brothers(R) Aggregate Bond Index. The short duration posture expresses our view that interest rates will gradually rise as the Federal Open Market Committee raises the targeted federal funds rate in response to a rebounding economy. As of year-end 2004, the bond portion of the Portfolio held 12% of its net assets in U.S. Treasuries, 9% in agency debentures, 24% in investment-grade corporate bonds, 13% high-yield corporate bonds, 34% in residential mortgage-backed securities, 3% in commercial mortgage-backed securities, 3% in asset-backed securities, and 2% in money-market instruments. DOES THIS POSITIONING REFLECT YOUR FORWARD-LOOKING VIEWS? Yes, it does. In our pursuit of excess return, we have overweighted moderate- and lower-quality corporate bonds at the expense of lower-yielding Treasury and agency securities. Among residential mortgage-backed securities, we favor the more stable cash-flow profiles of lower-coupon securities and loans with terms of fifteen-years. Among asset-backed securities, we prefer non-mortgage-related collateral such as auto loans, credit card receivables, and electric utility tariffs. In light of recent Congressional regulatory debates, we remain cautious about agency debentures. In particular, we wonder whether the small yield advantage that Fannie Mae and Freddie Mac securities offer relative to Treasuries will provide a sufficient buffer to withstand headline risk. WHICH BOND SECTORS WERE STRONG PERFORMERS DURING 2004? Throughout 2004, we continued to harvest strong excess returns from prudent risk-taking and savvy issue selection in triple-B rated corporates,(5) high- yield corporates, and emerging-market credits. In emerging markets, spreads are tightening because fiscal discipline, liberalized markets, and a global economic recovery have created positive ratings momentum. During 2004, holdings in credit-related product contributed most of the excess return in the bond portion of the Portfolio. The balance of the excess return in the bond portion of the Portfolio came from mortgage-backed and asset-backed securities. These sectors tend to do well when cash flows are more predicable, which can occur when Treasuries are range bound. In 2004, Treasury yields for maturities of five years and longer remained within a fairly tight range that did not exceed 150 basis points from peak to trough. HOW DID DURATION POSITIONING AFFECT PERFORMANCE? For much of the year, the duration of the bond portion of the Portfolio was from 95% to 99% of the duration of the Lehman Brothers(R) Aggregate Bond Index.* This made the bond portion of the Portfolio less sensitive to interest-rate changes than the Index. Yet this posture cost approximately 12 basis points in excess return when intermediate and long-maturity Treasury yields moved against us. We had shortened duration anticipating higher Treasury yields. What we failed to appreciate was the sizeable impact of a weaker U.S. dollar on interest rates. Foreign central banks bought large blocks of Treasuries to protect their currencies and the relative prices of locally produced goods. With strong demand, Treasury prices remained higher and yields lower than we had anticipated. HOW DID THE YIELD CURVE AFFECT PERFORMANCE IN THE BOND PORTION OF THE PORTFOLIO? During 2004, the Treasury yield curve pivoted around the ten-year maturity benchmark. Two-year 5. Debt rated BBB by Standard & Poor's is deemed by Standard & Poor's to exhibit adequate protection parameters. It is the opinion of Standard & Poor's, however, that adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation than would be the case for debt in higher- rated categories. When applied to Portfolio holdings, ratings are based solely on the creditworthiness of the bonds in the Portfolio and are not meant to represent the security or safety of the Portfolio. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-64 MainStay VP Series Fund, Inc. yields rose from 1.8% to 3.1%, five-year yields rose from 3.2% to 3.6%, 10-year yields were basically unchanged at 4.2%, and 30-year yields fell from 5.1% to 4.8%. The compression of the yield spread between the two-year and thirty-year maturities (or the flattening of the yield curve) resulted from Federal Reserve tightening, reduced inflation expectations, and foreign purchases of U.S. Treasury securities. Since we maintained a neutral yield-curve posture, the reshaping of the yield curve had minimal impact on the Portfolio's performance. WHAT DO YOU SEE GOING FORWARD? With the uncertainty of the presidential election now behind us, we expect investors to refocus their attention on company fundamentals, which on balance remain fairly strong as we move into the new year. Although high energy prices, rising interest rates and the specter of rising inflation remain risk factors, we believe that a combination of historically low interest rates, moderate economic growth, and strengthening employment should help to drive stocks higher in 2005. From a bond perspective, we expect the Federal Open Market Committee to raise its federal funds target rate to 3.0% by mid-year 2005. We will continue to monitor key economic data, such as payrolls, durable-goods orders, consumer spending, the Consumer Price Index, and inventories, to corroborate our cautiously optimistic economic view. With Treasuries yielding, on average, a less-than-stellar 3.7% at year-end, we expect to remain generously exposed to products that typically offer yield advantages. Recent price levels, however, have tempered our enthusiasm for the high-yield sector, and we are unlikely to commit additional dollars until prices back-off to less aggressive levels. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Portfolio may invest in derivatives, which may increase the volatility of the Portfolio's net asset value and may result in a loss to the Portfolio. High-yield securities ("junk bonds") are generally considered speculative because they present a greater risk of loss than higher-quality debt securities and may be subject to greater price volatility. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. www.mainstayfunds.com M-65 MAINSTAY VP VALUE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses 11.28% 4.87% 9.17% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP VALUE PORTFOLIO RUSSELL 1000 VALUE INDEX S&P 500 INDEX ----------------- ------------------------ ------------- 5/1/95 10000 10000 10000 11676 12246 12178 14387 14896 14975 17680 20138 19971 16949 23285 25678 18441 24996 31081 20818 26749 28251 20902 25254 24893 16501 21334 19392 21017 27741 24954 12/31/04 23389 32316 27670 </Table> <Table> -- MainStay VP Value Portfolio -- S&P 500 Index -- Russell 1000 Value Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses 11.01% 4.61% 8.90% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP VALUE PORTFOLIO RUSSELL 1000 VALUE INDEX S&P 500 INDEX ----------------- ------------------------ ------------- 5/1/95 10000 10000 10000 11656 12246 12178 14325 14896 14975 17559 20138 19971 16790 23285 25678 18223 24996 31081 20521 26749 28251 20554 25254 24893 16186 21334 19392 20566 27741 24954 12/31/04 22830 32316 27670 </Table> <Table> -- MainStay VP Value Portfolio -- S&P 500 Index -- Russell 1000 Value Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARKS YEAR YEARS INCEPTION Russell 1000(R) Value Index* 16.49% 5.27% 12.90% S&P 500(R) Index* 10.88 -2.30 11.10 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/4/03, includes the historical performance of the Initial Class shares from inception (5/1/95) through 6/3/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-66 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP VALUE PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,070.25 $3.38 $1,021.75 $3.30 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,069.00 $4.68 $1,020.50 $4.57 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 87.7% Short-Term Investments (collateral from securities lending is 4.8%) 13.3 Convertible Preferred Stocks 2.6 Investment Company 1.6 Liabilities in Excess of Cash and Other Assets -5.2 </Table> See Portfolio of Investments on page M-226 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Citigroup, Inc. 2. Bank of America Corp. 3. Transocean, Inc. 4. JPMorgan Chase & Co. 5. International Business Machines Corp. 6. Sprint Corp. 7. General Mills, Inc. 8. Wachovia Corp. 9. Kimberly-Clark Corp. 10. Rowan Cos., Inc. </Table> www.mainstayfunds.com M-67 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Richard A. Rosen of MacKay Shields LLC. MAINSTAY VP VALUE PORTFOLIO CAN YOU BRIEFLY DESCRIBE THE MAINSTAY VP VALUE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 65% of its total assets in equity securities and is not managed primarily to produce current income. In implementing this strategy, the Portfolio normally invests in common stocks that we believe to be "undervalued," or selling below their value, when purchased. The stocks in which the Portfolio invests typically pay dividends, but the Portfolio may invest in non-dividend-paying stocks if they meet the "undervalued" criterion. Normally, the Portfolio invests in stocks that are listed on a national securities exchange or are traded in the over-the-counter market. When assessing whether a stock is undervalued, we compare the stock's market price to: the company's cash flow and interest coverage ratios, the company's book value, the estimated value of the company's assets, the company's growth rates, and its future earnings. We may sell stocks if we no longer believe they will contribute to meeting the investment objective of the Portfolio. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Value Portfolio returned 11.28% for Initial Class shares and 11.01% for Service Class shares. Both share classes underperformed the 11.53% return of the average Lipper* Variable Products Large-Cap Value Portfolio over the same period. Both share classes underperformed the 16.49% return of the Russell 1000(R) Value Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. The Portfolio posted strong absolute gains in the year, but lagged on a relative basis because of mediocre individual-stock performance in the health care, materials, and financials sectors. WHAT MAJOR FACTORS AFFECTED THE STOCK MARKET DURING THE YEAR? In general, an improving economy and strong growth in corporate profits drove stock prices higher, particularly in the fourth quarter. In the spring and summer of 2004, the equity markets moved mostly sideways as investors became concerned about higher energy prices, the unsteady pace of job growth, and the distractions of election-year politics. In the fall, the market welcomed easing energy prices and the conclusion of election uncertainties, including the potential for a terrorist incident. Macroeconomic news was mixed late in the year, but lower crude-oil and natural-gas prices and positive news on the job front gave investors confidence that the recovery would be sustainable. Although the Federal Open Market Committee raised the targeted federal funds rate five times in 2004, higher interest rates and inflation seemed to remain manageable risks. The persistently weak U.S. dollar gained more attention as a potential risk to equity investors. Other continuing risks include the unsettled geopolitical landscape and the likelihood that corporate profit growth will be modest in 2005. WHICH SECURITIES DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? Among the Portfolio's health care holdings, Merck was down 36%(1) from the beginning of the year through the time when we sold the entire position. Merck shares fell precipitously in late September after Vioxx was pulled from the market because of safety concerns. We remained uncomfortable with Merck's potential drug-safety liability, and we sold the shares late in the year after they had recovered somewhat from their dramatic decline. We have a more favorable view of the risk/reward profile of Pfizer, whose drug Celebrex came under similar scrutiny. Pfizer shares were down 22% in 2004. We see Pfizer's potential liability as limited, and significantly more quantifiable than Merck's Vioxx liability. Since we view Pfizer's full new drug pipeline and strong cash flow as investment positives, we added to the Portfolio's position late in the year. Hospital operator HCA fell 6% in the year. The hospital industry continues to face headwinds from weak admissions trends and rising bad debt expense. In the materials sector, aluminum maker Alcoa moved lower. The shares slipped 16% during the year because it appeared that higher costs were likely to affect near-term earnings trends. In the paper industry, Bowater was down 3%, while investors awaited earnings gains from recent price increases. Financials holding Marsh & McLennan fell sharply after the New York attorney general impli- 1. Performance percentages reflect the price performance of the securities mentioned for the 12 months ended December 31, 2004, or for the portion of the reporting period shares were held in the Portfolio, if shorter. Performance percentages reflect the impact of dividends received, if any. Purchases and sales within the Portfolio may cause the performance of Portfolio holdings to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-68 MainStay VP Series Fund, Inc. cated the company in a bid-rigging scandal. After a precipitous drop, the shares rebounded slightly. We took advantage of the price rise to exit the Portfolio's position. WHICH SECTORS AND SECURITIES MADE POSITIVE CONTRIBUTIONS TO THE PORTFOLIO'S PERFORMANCE IN 2004? During the year, the Portfolio saw positive relative performance in the information technology, energy, and telecommunication services sectors. In each case, good stock selection helped results. Information technology holdings Advanced Micro Devices (+48%) and Computer Sciences (+27%) provided the greatest positive contributions to the Portfolio's performance. Shares of AMD benefited from competitive gains in the microprocessor market. IT services company CSC continued to demonstrate positive trends in bookings and cash-flow generation. A number of the Portfolio's energy holdings rose sharply as crude-oil and natural-gas prices increased. An overweighted position in the sector also helped performance. Integrated producers ExxonMobil (+28%), ConocoPhillips (+36%), and ChevronTexaco (+26%) performed well. Offshore driller Transocean (+77) benefited from higher energy prices and rising day rates. In the telecommunication services sector, Sprint was a positive contributor. The stock appreciated 45% from its time of purchase in mid-year through year-end. Earnings expectations for Sprint rose when fundamentals improved at the company's leading wireless business. Sprint's December 2004 decision to merge with wireless competitor Nextel met with investor approval. The strategic combination--and the announcement of plans to spin-off the local wireline business--highlighted Sprint's potential asset value. HOW HAVE YOU CHANGED THE PORTFOLIO'S WEIGHTINGS? We have reduced the Portfolio's positions in a number of basic materials and industrial-oriented holdings, since many of these securities are near our price targets and may represent a less attractive risk/reward profile. We continue to find the energy sector attractive for its improving fundamentals. The possibility that sustainably higher oil and gas prices may spur increased exploration activity has kept the Portfolio invested in selected energy services companies. We have been selling integrated-energy and refining concerns because their valuations have, in our opinion, become extended. The Portfolio remains underweighted in many areas of the market that depend on consumer spending. Our concern about the consumer's incremental spending ability going forward extends to the consumer discretionary sector and to some financial institutions. The Portfolio is broadly underweighted in financials and, within the sector, has low relative exposure to interest-rate-sensitive stocks. In the absence of apparent value opportunities, we have kept the Portfolio underweighted in the utilities sector. On a selective basis, we are finding good value in the information technology and telecommunication services sectors. We are focusing on companies with high free-cash-flow yields, strong balance sheets, and low-end valuations. As of December 31, 2004, the Portfolio was overweighted relative to the Russell 1000(R) Value Index* in energy, health care, information technology, telecommunication services, and consumer staples. At the same time, the Portfolio was underweighted relative to the Index in financials, consumer discretionary, industrials, and utilities. WHAT IS YOUR OUTLOOK FOR 2005? We remain optimistic about the worldwide economy and our disciplined value style of investing. We will continue to use our rigorous bottom-up investment process as we seek to seize opportunities that may arise among companies with value-enhancing attributes. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-69 MAINSTAY VP AMERICAN CENTURY INCOME & GROWTH PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 12.65% -0.96% 3.13% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP AMERICAN CENTURY INCOME & GROWTH PORTFOLIO S&P 500 INDEX ---------------------------- ------------- 5/1/98 10000 10000 10960 11171 12888 13522 11505 12291 10527 10830 8472 8437 10903 10857 12/31/04 12283 12038 </Table> <Table> -- MainStay VP American Century Income & -- S&P 500 Index Growth Portfolio </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 12.38% -1.20% 2.87% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP AMERICAN CENTURY INCOME & GROWTH PORTFOLIO S&P 500 INDEX ---------------------------- ------------- 5/1/98 10000 10000 10942 11171 12835 13522 11429 12291 10431 10830 8374 8437 10752 10857 12/31/04 12083 12038 </Table> <Table> -- MainStay VP American Century Income & -- S&P 500 Index Growth Portfolio </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARK YEAR YEARS INCEPTION S&P 500(R) Index* 10.88% -2.30% 2.82% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/13/03, includes the historical performance of the Initial Class shares from inception (5/1/98) through 6/12/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-70 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP AMERICAN CENTURY INCOME & GROWTH PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,076.00 $4.70 $1,020.50 $4.57 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,074.85 $6.00 $1,019.25 $5.84 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 99.0% Short-Term Investment 0.5 Convertible Preferred Stocks 0.4 Cash and Other Assets (less liabilities) 0.1 Warrants 0.0* </Table> See Portfolio of Investments on page M-234 for specific holdings within these categories. * Less than one-tenth of one percent. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Bank of America Corp. 2. ChevronTexaco Corp. 3. Johnson & Johnson 4. International Business Machines Corp. 5. Intel Corp. 6. Ford Motor Co. 7. National City Corp. 8. CIGNA Corp. 9. Pfizer, Inc. 10. Countrywide Financial Corp. </Table> www.mainstayfunds.com M-71 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Managers Kurt Borgwardt, John Schniedwind and Zili Zhang of American Century Investment Management, Inc. MAINSTAY VP AMERICAN CENTURY INCOME & GROWTH PORTFOLIO(1) CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio selects equity securities from a universe of the 1,500 largest companies traded in the United States, ranked by market capitalization. The Portfolio maintains a structured, disciplined investment approach for both stock selection and portfolio construction. The Portfolio incorporates both growth and value measures (with a value tilt) into its stock-selection process to seek consistent long-term performance. During 2004, Zili Zhang replaced Vivienne Hsu as comanager of MainStay VP American Century Income & Growth Portfolio. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? During the 12 months ended December 31, 2004, MainStay VP American Century Income & Growth Portfolio returned 12.65% for Initial Class shares and 12.38% for Service Class shares. Both share classes underperformed the 14.62% return of the average Lipper* Variable Products Multi-Cap Value Portfolio over the same period. Both share classes outperformed the 10.88% return of the S&P 500(R) Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT FACTORS AFFECTED THE STOCK MARKET IN 2004? Uncertainty held the U.S. stock market in check for most of the year. Although corporate earnings growth remained strong (profits of S&P 500(R)* companies grew by nearly 20% in 2004, according to estimates by Thomson First Call), stocks were unable to generate any positive momentum. Several factors dampened investor enthusiasm for stocks. Among these were evidence of moderating economic growth, a sharp rise in the price of oil, a series of interest-rate hikes by the Federal Open Market Committee, terrorism concerns, and uncertainty about the November elections. In the last few months of the year, however, oil prices fell from their record-high levels, a rebound in job growth suggested that the economic recovery might have some resilience, and the presidential election ended decisively, without any legal wrangling. As a result, investor confidence surged, providing stock prices with a solid boost. HOW DID THESE FACTORS AFFECT OVERALL MARKET PERFORMANCE IN 2004? The major stock indices posted double-digit gains for the second consecutive year. Small-cap stocks extended their winning streak over large-capitalization stocks to five straight years when the small-cap Russell 2000(R) Index* finished 2004 with a return of 18.33%. Value stocks outperformed growth issues across all market capitalizations. Every sector of the S&P 500(R)* produced positive results in 2004, but the best-performing sectors were energy, utilities, and telecommunication services. Lagging sectors included information technology and health care. WHAT WAS THE MAJOR REASON FOR THE PORTFOLIO'S STRONG PERFORMANCE RELATIVE TO THE S&P 500(R) INDEX?* The Portfolio's tilt toward value proved favorable, but stock selection was the main driver of the Portfolio's outperformance of the S&P 500(R)* in 2004. Stock selection worked best in the consumer staples and materials sectors. WHICH CONSUMER STAPLES HOLDINGS SHOWED PARTICULAR STRENGTH IN 2004? The top relative-performance contributor among the Portfolio's consumer staples stocks was Reynolds American (+43%).(2) The company was created from the merger of RJ Reynolds Tobacco and the U.S. arm of Brown & Williamson Tobacco in July 2004. Thanks to successful cost-cutting efforts, Reynolds American reported strong earnings growth. 1. The MainStay VP American Century Income & Growth Portfolio is a Portfolio of the MainStay VP Series Fund, Inc. American Century Investment Management, Inc., serves as subadvisor to this Portfolio. 2. Performance percentages reflect total returns of the indicated securities for the 12 months ended December 31, 2004. Purchases and sales within the Portfolio may cause the performance of the Portfolio to differ from that of the securities themselves. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-72 MainStay VP Series Fund, Inc. The Portfolio also benefited from favorable stock selection among food & staples retailers and beverage companies. In particular, overweighted positions in grocery chain SUPERVALU (+23%) and beer maker Adolph Coors (+37%) strengthened absolute and relative performance. Our decision to avoid discount retailer Wal-Mart Stores (+1%) and soft-drink maker Coca-Cola Enterprises (-16%) enhanced relative performance. WHICH MATERIALS STOCKS FARED WELL DURING THE YEAR? The top contributor to the Portfolio's performance on both an absolute and relative basis was chemicals company Monsanto (+96%). The company's fiscal-year 2004 earnings nearly tripled from the previous year as herbicide and corn seed sales improved. Overweighted positions in forest products companies Potlatch (+55%) and Louisiana-Pacific (+51%) also helped relative performance. WERE THERE ANY OTHER STRONG SECTORS AND SECURITIES IN 2004? Stock selection was also successful in the utilities and financial sectors. Two of the top-five relative contributors to performance were electric utilities TXU (+178%) and Edison International (+52%). TXU sold some of its noncore assets and reduced its debt substantially during the year, while Edison increased 2004 earnings projections and boosted its dividend. In the financials sector, strong contributors included real estate investment trust CBL & Associates (+42%) and commercial banking enterprise Bank of America (+22%). During 2004, Bank of America was one of the Portfolio's most significantly overweighted positions relative to the S&P 500(R) Index.* It is also worth mentioning the Portfolio's two most heavily overweighted energy positions, Sunoco (+63%) and ChevronTexaco (+26%). The latter was one of the largest individual holding in the Portfolio at year-end. Since the price of oil remained high in 2004, these stocks were among the strongest contributors to the Portfolio's relative performance. WERE THERE ANY AREAS WHERE STOCK SELECTION HAD A NEGATIVE IMPACT? Stock selection detracted from the Portfolio's relative performance in the information technology and health care sectors. Relative results in the information technology sector were hampered by overweighted positions in semiconductor manufacturer Intel (-27%) and computer-hardware maker Hewlett-Packard (-7%). Relative performance was also hurt by a lack of exposure to search engine company Yahoo! (+67%) and by an underweighted position in wireless chipmaker QUALCOMM (+58%). The health care sector contained the biggest individual detractor from the Portfolio's performance--pharmaceutical giant Merck (-28%). The company pulled its top-selling pain-relief medication off the market after the medication was linked to increased risk of heart attack. Other negative contributors to relative performance included drug company Bristol-Myers Squibb (-7%) and health services provider Health Net (-12%), both of which were overweighted in the Portfolio. HOW WAS THE PORTFOLIO POSITIONED RELATIVE TO THE S&P 500(R) INDEX* FROM A SECTOR PERSPECTIVE? The Portfolio focuses on individual stock selection and does not take substantial positions in market sectors or industries. Our individual stock-selection process resulted in the Portfolio holding modestly overweighted positions relative to the S&P 500(R) Index* in the consumer discretionary, utilities, and financials sectors in 2004. Underweighted sectors in the Portfolio included industrials and consumer staples. HOW WILL YOU POSITION THE PORTFOLIO GOING FORWARD? As always, we will continue to seek stocks that we believe have an attractive combination of value and growth potential, while we attempt to balance the Portfolio's risk and expected return. The opinions expressed are those of the Portfolio Managers as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-73 MAINSTAY VP DREYFUS LARGE COMPANY VALUE PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses 11.37% 2.27% 3.12% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP DREYFUS LARGE COMPANY VALUE PORTFOLIO S&P 500/BARRA VALUE INDEX ------------------------- ------------------------- 5/1/98 10000.00 10000.00 10283.00 10160.00 10975.00 11452.00 11698.00 12149.00 11171.00 10726.00 8618.00 8489.00 11026.00 11188.00 12/31/04 12279.00 12945.00 </Table> <Table> -- MainStay VP Dreyfus Large Company -- S&P 500/Barra Value Index Value Portfolio </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses 11.09% 2.02% 2.87% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP DREYFUS LARGE COMPANY VALUE PORTFOLIO S&P 500/BARRA VALUE INDEX ------------------------- ------------------------- 5/1/98 10000.00 10000.00 10266.00 10160.00 10929.00 11452.00 11621.00 12149.00 11069.00 10726.00 8518.00 8489.00 10872.00 11188.00 12/31/04 12078.00 12945.00 </Table> <Table> -- MainStay VP Dreyfus Large Company -- S&P 500/Barra Value Index Value Portfolio </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARK YEAR YEARS INCEPTION S&P 500/Barra Value(R) Index* 15.71% 2.48% 3.95% </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (5/1/98) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-74 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP DREYFUS LARGE COMPANY VALUE PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,083.30 $5.03 $1,020.20 $4.87 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,082.05 $6.33 $1,018.95 $6.14 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 98.2% Short-Term Investment 1.5 Cash and Other Assets (less liabilities) 0.3 </Table> See Portfolio of Investments on page M-242 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. ExxonMobil Corp. 2. Citigroup, Inc. 3. Bank of America Corp. 4. General Electric Co. 5. JPMorgan Chase & Co. 6. Tyco International Ltd. 7. Morgan Stanley 8. Wachovia Corp. 9. United Technologies Corp. 10. Goldman Sachs Group, Inc. (The) </Table> www.mainstayfunds.com M-75 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Brian C. Ferguson, Director of U.S. Large Cap Value Portfolio Management, The Boston Company U.S. Large Cap Value Portfolio Management Team, The Dreyfus Corporation. MAINSTAY VP DREYFUS LARGE COMPANY VALUE PORTFOLIO(1) CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio normally invests at least 80% of its assets in domestic and foreign large-capitalization stocks and seeks to outperform its benchmark over a full market cycle. The subadvisor uses a bottom-up, research-driven, and fundamentally based investment process. During 2004, Brian C. Ferguson, J. David Macey, William E. Costello, and Robert J. Eastman replaced Valerie J. Sill as comanagers of MainStay VP Dreyfus Large Company Value Portfolio. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Dreyfus Large Company Value Portfolio returned 11.37% for Initial Class shares and 11.09% for Service Class shares. Both share classes underperformed the 11.53% return of the average Lipper* Variable Products Large-Cap Value Portfolio over the same period. Both share classes underperformed the 15.71% return of the S&P 500(R)/Barra Value Index,* the Portfolio's benchmark, for the 12 months ended December 31, 2004. WHAT MAJOR FACTORS AFFECTED THE STOCK MARKET IN 2004? During 2004, the U.S. market transitioned from a dramatic rebound to a more cautious advance, as U.S. dollar weakness and the current account deficit tempered investor enthusiasm. Interest rates bottomed out at 40-year lows, global tension continued in the Middle East, and oil prices briefly soared beyond $50 per barrel as U.S. gross domestic product slowed from its rapid growth rate to a more moderate and sustainable level. A clear outcome to the U.S. presidential elections, higher corporate expenditures, fewer jobless claims, and stronger fundamentals helped provide support for an increasingly sustainable advance by the U.S. economy. WHICH SECTORS AND SECURITIES WERE PARTICULARLY STRONG DURING 2004? Defensive sectors led the market as typically cyclical companies faced selling pressure. Soaring oil prices caused the energy sector to surge forward. The energy stocks of the Russell 1000(R) Value Index* advanced 31%,(2) while investor demand for strong cash flow and high dividend yields drove the Index's utilities stocks up 24% and telecommunication services companies up 20%. Earlier in the year, an investor migration toward defensive sectors helped consumer staples companies return 20% for 2004. The remaining sectors all posted positive returns, including health care, which lagged other sectors with a 2% return. The most significant relative contributor during 2004 was telecommunication services. The Portfolio's telecom holdings substantially outperformed the telecom stocks of the Russell 1000(R) Value Index.* Much of the outperformance was driven largely by diversified telecommunication services provider Sprint, which advanced 55% on strong wireless subscriber growth (including 23% growth in Blackberry subscribers). Sprint also benefited from its pending merger with Nextel Communication, which would create the third-largest wireless company in the United States. Strong stock selection in the utilities sector helped the Portfolio substantially outperform utility stocks in the Russell 1000(R) Value Index.* In particular, the Portfolio benefited from an overweighted position in TXU Corporation. The stock doubled in price from the time it was purchased earlier in the year, and we trimmed the position. WHY DID THE PORTFOLIO UNDERPERFORM? Several factors contributed to the Portfolio's underperformance. In general, our unwillingness to hold overvalued companies that were riding waves of positive--but in our view irrational--investor sentiment contributed a substantial amount to the Portfolio's relative results. 1. The MainStay VP Dreyfus Large Company Value Portfolio is a Portfolio of the MainStay VP Series Fund, Inc. The Dreyfus Corporation serves as subadvisor to this Portfolio. 2. Since neither Barra nor Standard & Poor's provides sector return data for the Portfolio's benchmark, the S&P 500(R)/Barra Value Index,* we have used Russell 1000(R) Value Index* data for all sector performance comparisons in this Portfolio Management Discussion and Analysis. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-76 MainStay VP Series Fund, Inc. In the financials sector, there were three primary sources of underperformance. The Portfolio's lack of exposure to the real estate investment and development industry detracted from overall performance, as real estate continues to advance around the country. In the residential-mortgage segment, there were two major detractors--PMI Group and Fannie Mae. PMI Group is a company that offers mortgage insur-ance and credit enhancements. Fannie Mae is a government-affiliated mortgage lender. Both stocks suffered from speculation about imminent interest-rate increases and the potential for lower volumes. Finally, American International Group languished in 2004, since the massive insurance firm faced billions in claims after four devastating hurricanes battered the southeastern United States. In the consumer discretionary sector, lower industry-wide radio advertising sent airwaves giant Clear Channel Communications down 28%. Viacom, a diversified media conglomerate with television, radio, and movie interests, fell 17% when it spun off Blockbuster. Although the divesture helped Viacom shed a slow-growth business and is expected to provide long-term benefits, the deal's short-term dilutive effect sent shares downward. In the energy sector, sustained high oil prices drove profits skyward as oil peaked at over $55 per barrel in November. Although the Portfolio earned a 25% absolute return on its energy holdings, a slightly underweighted position detracted from relative performance. The rationale for our strategic under- weight turned out to be correct but a little too early. Since November, oil prices have settled to a more moderate and sustainable $42, and the sector has pulled back accordingly. WHAT IS YOUR OUTLOOK GOING FORWARD? We believe that U.S. current account deficit, a weak dollar, decreasing unemployment, and measured interest-rate increases will combine for a favorable investment environment in 2005. As we begin 2005, we continue to focus on uncovering value in a market that has become increasingly expensive over the last 24 months. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-77 MAINSTAY VP EAGLE ASSET MANAGEMENT GROWTH EQUITY PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses -2.32% -7.57% 4.20% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP EAGLE ASSET MANAGEMENT GROWTH RUSSELL 1000 GROWTH EQUITY PORTFOLIO INDEX S&P 500 INDEX ----------------------- ------------------- ------------- 5/1/98 10000.00 10000.00 10000.00 11785.00 11881.00 11171.00 19504.00 15821.00 13522.00 17561.00 12273.00 12291.00 14653.00 9766.00 10830.00 10520.00 7043.00 8437.00 13471.00 9138.00 10857.00 12/31/04 13158.00 9714.00 12038.00 </Table> <Table> -- MainStay VP Eagle Asset Management -- S&P 500 Index Growth Equity Portfolio -- Russell 1000 Growth Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - ------------------------------------------------------------ After Portfolio operating expenses -2.57% -7.81% 3.92% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP EAGLE ASSET MANAGEMENT GROWTH RUSSELL 1000 GROWTH EQUITY PORTFOLIO INDEX S&P 500 INDEX ----------------------- ------------------- ------------- 5/1/98 10000.00 10000.00 10000.00 11765.00 11881.00 11171.00 19416.00 15821.00 13522.00 17426.00 12273.00 12291.00 14504.00 9766.00 10830.00 10387.00 7043.00 8437.00 13269.00 9138.00 10857.00 12/31/04 12928.00 9714.00 12038.00 </Table> <Table> -- MainStay VP Eagle Asset Management -- S&P 500 Index Growth Equity Portfolio -- Russell 1000 Growth Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARKS YEAR YEARS INCEPTION Russell 1000(R) Growth Index* 6.30% -9.29% -0.43% S&P 500(R) Index* 10.88 -2.30 2.82 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/6/03, includes the historical performance of the Initial Class shares from inception (5/1/98) through 6/5/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-78 MainStay VP Series Fund, Inc. COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP EAGLE ASSET MANAGEMENT GROWTH EQUITY PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,019.60 $4.16 $1,020.90 $4.17 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,018.35 $5.43 $1,019.65 $5.43 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 99.8% Cash and Other Assets (less liabilities) 0.2 </Table> See Portfolio of Investments on page M-248 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Dell, Inc. 2. eBay, Inc. 3. Microsoft Corp. 4. Pfizer, Inc. 5. Broadcom Corp., Class A 6. General Electric Co. 7. Yahoo!, Inc. 8. McDonald's Corp. 9. Coca-Cola Co. (The) 10. Harrah's Entertainment, Inc. </Table> www.mainstayfunds.com M-79 PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager Ashi Parikh of Eagle Asset Management, Inc. MAINSTAY VP EAGLE ASSET MANAGEMENT GROWTH EQUITY PORTFOLIO(1) CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests primarily in U.S. common stocks, mostly of companies with market capitalizations greater than $5 billion at the time of purchase. The Portfolio's subadvisor seeks companies with potential to offer above-average long-term capital appreciation. Companies in which the Portfolio invests normally have better-than-average expected earnings-per-share growth or better-than-average expected revenue growth, or relatively high return on equity. Securities that meet the Portfolio's quantitative criteria are subjected to extensive fundamental analysis of competitive advantages, management capability, and the ability of the company to improve its market share and drive earnings growth. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Eagle Asset Management Growth Equity Portfolio returned -2.32% for Initial Class shares and -2.57% for Service Class shares. Both share classes underperformed the 8.59% return of the average Lipper* Variable Products Large-Cap Core Portfolio over the same period. Both share classes also underperformed the Russell 1000(R) Growth Index,* the Portfolio's benchmark, which returned 6.30% for the 12 months ended December 31, 2004. WHY DID THE PORTFOLIO UNDERPERFORM? Throughout 2004 the Portfolio was structured to benefit from sustained economic expansion. This positioning had a negative influence on the Portfolio's near-term performance when growth in global gross domestic product slowed, which intensified concerns that higher energy prices and continued geopolitical uncertainty might disrupt global commerce. About two-thirds of the Portfolio's relative underperformance resulted from stock selection and about one-third from sector-allocation decisions. WHAT ECONOMIC FACTORS INFLUENCED THE STOCK MARKET DURING 2004? Economic data from the fourth quarter and from the year provide what we perceive as evidence of a well-balanced recovery. Real gross domestic product and real consumer spending both rose approximately 4% in 2004. Capital expenditures grew approximately 8%, and residential investment increased by 5%. At the same time, federal and state government spending increased only 2%. Private-sector growth has been essential to the recovery. We believe that corporate profits will end the year up about 17%, an improvement that may have helped ease hiring restrictions. During 2004, the unemployment rate declined from 5.9% to 5.4%. The Federal Reserve has taken a measured approach to tightening monetary policy, by gradually raising the targeted federal funds rate from 1.00% at the beginning of 2004 to 2.25% by the end of the year. Counterbalancing the positive growth were high and volatile oil prices, a declining dollar, an increasing trade deficit, a growing federal deficit, and a wide array of geopolitical risks. High energy prices remain a concern because they increase input costs for producers and manufacturers and act as a tax on the consumer. Even so, overall economic data appear to signal an economy that is moving out of a recovery phase and into an expansion phase. WHAT SECTORS HURT THE PORTFOLIO'S PERFORMANCE? Stocks in the consumer discretionary and consumer staples sectors detracted from the Portfolio's performance as a result of stock selection in the media industry and an underweighted position in the consumer staples sector. The Portfolio maintains a large allocation to media companies, although we have trimmed the position from earlier levels. The Portfolio did not benefit from the strong outperformance seen in the multiline retail industry and the consumer staples sector. Valuations among consumer staples companies continue to reinforce our caution about the sector. The information technology sector hurt performance because the Portfolio held overweighted positions in underperforming stocks in the semiconductors & semiconductor equipment industry. WHAT WERE SOME OF THE PORTFOLIO'S STRONGEST PERFORMING SECURITIES IN 2004? Top performers included eBay, Tempur-Pedic International, Harrah's Entertainment, Caremark Rx, and 1. The MainStay VP Eagle Asset Management Growth Equity Portfolio is a Portfolio of the MainStay VP Series Fund, Inc. Eagle Asset Management, Inc., serves as subadvisor to this Portfolio. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-80 MainStay VP Series Fund, Inc. General Electric. During the year, eBay benefited when advertising dollars migrated from traditional-media companies--with interests in radio, television and newspapers--to nontraditional media companies that tend to leverage the Internet better. Continued growth in auction listings and eBay's overseas expansion have helped sustain the company's growth. Brand penetration has been a key to success for mattress retailer Tempur-Pedic. Increasing demand and minimal growth in supply helped Harrah's Entertainment record better-than-expected profits in 2004. We believe that Harrah's has yet to realize the full benefits of acquiring Caesars Entertainment and selling Caesars Entertainment's noncore assets. Popular television shows have helped ratings momentum at Walt Disney, and we believe that the outlook for the company's theme-park business remains strong. Caremark Rx continues to improve efficiencies in the pharmaceutical-purchasing channel. The company's efficiencies have led to lower prices for consumers. General Electric benefited from a transition to higher- growth, higher-return endeavors. WHICH STOCKS DETRACTED FROM THE PORTFOLIO'S PERFORMANCE IN 2004? Fairchild Semiconductor International, Applied Micro Circuits, VERITAS Software, IAC/InterActiveCorp, and Nortel Networks were the Portfolio's worst-performing securities. Semiconductor companies Fairchild Semiconductor and Applied Micro Circuits had poor results despite strong year-over-year revenue growth. While we would view any evidence of an inventory reduction or a pickup in demand as a positive catalyst, we see inventory increases or flat capital spending as potential risks. VERITAS Software did not meet analysts' expectations for the year. IAC/InterActiveCorp's performance suffered from increasing competition among existing Web sites and third-party aggregators and from concerns about continued inventory-supply constraints. Although telecommunications equipment company Nortel Networks detracted from the Portfolio's performance in 2004, we believe that robust financial conditions should support increased spending for telecommunications equipment in 2005. WHICH SECURITIES DID YOU BUY AND SELL FOR THE PORTFOLIO DURING 2004? We sold a few health care names--Aetna, Guidant, St. Jude Medical, and Wyeth--when they reached what we believed to be their full value. The Portfolio recorded gains on each of these sales both since purchase and for the reporting period. We purchased Chiron after a well-publicized flu-vaccine withdrawal dropped the stock to what we viewed as attractive levels. News of insurance-brokerage industry investigations by New York Attorney General Eliot Spitzer dominated the headlines and sent insurance stocks significantly lower. We used the opportunity to buy American International Group (AIG), which has a AAA-rated balance sheet and less than 2% of revenues exposed to the ongoing investigation. We sold consumer names Cendant, Gannett, and IAC/InterActive- Corp and purchased McDonald's and Target. Both McDonald's and Target are among the leaders in their respective markets and have seen continued strength in sales. We also added software company Symantec, which has benefited from continued concern about information security. WHAT HAS DETERMINED YOUR POSITIONING OF THE PORTFOLIO? We continue to position the Portfolio with a bias toward an economic recovery. At the same time, we have sought to lower the Portfolio's risk profile by reducing the size of its overweighted allocations and by focusing on higher-quality names. We have maintained an underweighted position in the consumer staples sector and have overweighted consumer discretionary names. Additionally, we have continued to overweight the semiconductors & semiconductor equipment industry while shifting the Portfolio's assets toward higher-quality companies. WHAT IS YOUR OUTLOOK GOING FORWARD? Economic indicators have continued to move in a positive direction throughout 2004. Major risks include a moderating housing cycle, Federal Reserve tightening, fading fiscal stimulus, the modest pace of corporate investment, a lack of pent-up consumer demand, and high levels of consumer debt. Even so, we believe that recent data suggests a continued economic expansion in 2005. The federal funds rate remains low enough to spur capital investment. In our opinion, global corporate profitability, balance-sheet strength, and cash flows have laid the foundation for sustainable growth. There is an estimated $1 trillion in cash on the balance sheets of American corporations, and we believe CEOs are inclined to use that cash. A reduction in speculative positions and moderating demand for crude oil should help bring down energy costs to corporations, which in turn will help consumers. www.mainstayfunds.com M-81 As we see it, the global economy appears poised for continued solid expansion in 2005, although we perceive risk in the delicate balance between growth and inflation. We believe that solid top-line growth and high, stable margins should drive earnings growth over the year ahead. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-82 MainStay VP Series Fund, Inc. MAINSTAY VP LORD ABBETT DEVELOPING GROWTH PORTFOLIO INVESTMENT AND PERFORMANCE COMPARISON PERFORMANCE DATA QUOTED REPRESENTS PAST PERFORMANCE. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. DUE TO MARKET VOLATILITY, CURRENT PERFORMANCE MAY BE LESS OR HIGHER THAN THE FIGURES SHOWN. INVESTMENT RETURN AND PRINCIPAL VALUE WILL FLUCTUATE SO THAT UPON REDEMPTION, SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. FOR CURRENT TO THE MOST RECENT MONTH-END PERFORMANCE INFORMATION, PLEASE CALL 1-800-598-2019. INITIAL CLASS AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 5.86% -4.83% -0.76% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP LORD ABBETT DEVELOPING RUSSELL 2000 GROWTH GROWTH PORTFOLIO INDEX S&P 500 INDEX ----------------- ------------------- ------------- 5/1/98 10000.00 10000.00 10000.00 9210.00 8993.00 11171.00 12176.00 12868.00 13522.00 9852.00 9982.00 12291.00 9130.00 9061.00 10830.00 6484.00 6319.00 8437.00 8979.00 9386.00 10857.00 12/31/04 9506.00 10729.00 12038.00 </Table> <Table> -- MainStay VP Lord Abbett Developing -- S&P 500 Index Growth Portfolio -- Russell 2000 Growth Index </Table> SERVICE CLASS(1) AS OF 12/31/04 - -------------------------------------------------------------------------------- <Table> <Caption> ONE FIVE SINCE TOTAL RETURNS YEAR YEARS INCEPTION - -------------------------------------------------------------- After Portfolio operating expenses 5.60% -5.07% -1.01% </Table> (After Portfolio operating expenses) <Table> <Caption> MAINSTAY VP LORD ABBETT DEVELOPING RUSSELL 2000 GROWTH GROWTH PORTFOLIO INDEX S&P 500 INDEX ----------------- ------------------- ------------- 5/1/98 10000.00 10000.00 10000.00 9195.00 8993.00 11171.00 12123.00 12868.00 13522.00 9783.00 9982.00 12291.00 9043.00 9061.00 10830.00 6406.00 6319.00 8437.00 8850.00 9386.00 10857.00 12/31/04 9345.00 10729.00 12038.00 </Table> <Table> -- MainStay VP Lord Abbett Developing -- S&P 500 Index Growth Portfolio -- Russell 2000 Growth Index </Table> <Table> <Caption> ONE FIVE SINCE BENCHMARKS YEAR YEARS INCEPTION Russell 2000 Growth Index* 14.31% -3.57% 1.06% S&P 500(R) Index* 10.88 -2.30 2.82 </Table> PERFORMANCE TABLES AND GRAPHS DO NOT REFLECT ANY DEDUCTION OF SALES CHARGES, MORTALITY AND EXPENSE CHARGES, CONTRACT CHARGES, OR ADMINISTRATIVE CHARGES. RETURNS REFLECTIVE OF THESE CHARGES ARE PROVIDED IN THE BEGINNING OF THIS BOOK. PLEASE REFER TO THE PERFORMANCE SUMMARY APPROPRIATE FOR YOUR POLICY. 1. Performance for the Service Class shares, first offered 6/5/03, includes the historical performance of the Initial Class shares from inception (5/1/98) through 6/4/03, adjusted to reflect the fees and expenses for Service Class shares. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-83 COST IN DOLLARS OF A $1,000 INVESTMENT IN MAINSTAY VP LORD ABBETT DEVELOPING GROWTH PORTFOLIO - -------------------------------------------------------------------------------- Expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the third data column of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different portfolios. In addition, if these transactional costs had been included, your costs would have been higher. <Table> <Caption> ENDING ACCOUNT ENDING ACCOUNT VALUE VALUE (BASED (BASED ON BEGINNING ON ACTUAL EXPENSES HYPOTHETICAL EXPENSES ACCOUNT RETURNS AND PAID 5% RETURN PAID VALUE EXPENSES) DURING AND ACTUAL DURING SHARE CLASS 7/1/04 12/31/04 PERIOD EXPENSES) PERIOD - ------------------------------------------------------------------------------------------------------------------------ INITIAL CLASS(1) $1,000.00 $1,037.25 $5.48 $1,019.65 $5.43 - ------------------------------------------------------------------------------------------------------------------------ SERVICE CLASS(1) $1,000.00 $1,036.00 $6.76 $1,018.40 $6.70 - ------------------------------------------------------------------------------------------------------------------------ </Table> 1. Expenses are equal to the Portfolio's annualized expense ratio multiplied by the average account value over the period, divided by 366, multiplied by 184 (to reflect the one-half year period). PORTFOLIO COMPOSITION AS OF DECEMBER 31, 2004 (PORTFOLIO COMPOSITION PIE CHART) <Table> Common Stocks 97.0% Short-Term Investment 4.2 Liabilities in Excess of Cash and Other Assets -1.2 </Table> See Portfolio of Investments on page M-254 for specific holdings within these categories. TOP TEN HOLDINGS AS OF DECEMBER 31, 2004 (EXCLUDING SHORT-TERM INVESTMENTS) <Table> 1. Resources Connection, Inc. 2. Centene Corp. 3. AMERIGROUP Corp. 4. Integra LifeSciences Holdings 5. Armor Holdings, Inc. 6. EGL, Inc. 7. LandStar System, Inc. 8. Kronos, Inc. 9. Scientific Games Corp. 10. Joy Global, Inc. </Table> M-84 MainStay VP Series Fund, Inc. PORTFOLIO MANAGEMENT DISCUSSION AND ANALYSIS Questions answered by Portfolio Manager F. Thomas O'Halloran, of Lord, Abbett & Co. LLC. MAINSTAY VP LORD ABBETT DEVELOPING GROWTH PORTFOLIO(1) CAN YOU BRIEFLY DESCRIBE THE PORTFOLIO'S INVESTMENT APPROACH? The Portfolio invests primarily in the common stocks of companies with above-average long-range growth potential, particularly smaller companies considered to be in the developing growth phase. We use a bottom-up stock selection process, which means that we focus on the investment fundamentals of companies rather than react to stock-market events. The Portfolio may also invest in companies that are in their formative years. HOW DID THE PORTFOLIO PERFORM RELATIVE TO ITS PEERS AND ITS BENCHMARK IN 2004? For the 12 months ended December 31, 2004, MainStay VP Lord Abbett Developing Growth Portfolio returned 5.86% for Initial Class shares and 5.60% for Service Class shares. Both share classes underperformed the 11.71% return of the average Lipper* Variable Products Small-Cap Growth Portfolio over the same period. Both share classes underperformed the 14.31% return of the Portfolio's benchmark, the Russell 2000(R) Growth Index,* for the 12 months ended December 31, 2004. HOW DID THE STOCK MARKET PERFORM DURING 2004? After experiencing significant volatility throughout much of 2004, the equity market rallied sharply in the fourth quarter. As we had anticipated, the rally gained strength when the uncertainty surrounding the U.S. presidential election subsided. Data from both Russell and Standard & Poor's confirm that investors preferred small- and mid-capitalization stocks over large-cap issues in 2004. They also preferred value stocks over growth stocks at all capitalization levels. By year-end 2004, the broad Russell 2000(R) Index* had exceeded its previous peak, which was reached in early 2000. The Russell 2000(R) Growth Index,* however, closed 2004 well below its previous high-water mark. WHY DID THE PORTFOLIO UNDERPERFORM IN 2004? The Portfolio suffered from disappointing stock selection during the year. Stock selection in the information technology sector was the greatest detractor from performance relative to the Portfolio's benchmark, the Russell 2000(R) Growth Index.* Stock selection in the health care and telecommunication services sectors also negatively affected the Portfolio's results. The largest contributor to relative performance during 2004 was stock selection within the consumer discretionary sector. WHICH PORTFOLIO HOLDINGS SHOWED STRONG PERFORMANCE DURING 2004? Overstock.com is an online retailer that purchases excess name-brand merchandise from retailers and sells it directly to customers via the Internet. The company's stock price improved because of strong earnings growth in the third and fourth quarters of 2004. Earnings growth was fueled by an increase in Internet holiday shopping. AMERIGROUP, a Medicaid HMO, advanced when the company reported solid earning growth, which resulted from significant rate increases and expanding membership. Shuffle Master, which develops casino machinery, saw its stock price climb in 2004. The increases followed several acquisitions that helped the company increase revenue growth. TIBCO Software, a provider of "middle-ware software," continued to see strength in the company's enterprise-wide data-integration segment. Resources Connection, a professional-services firm, continued to benefit from demand for Sarbanes-Oxley related services. 1. The MainStay VP Lord Abbett Developing Growth Portfolio is a Portfolio of the MainStay VP Series Fund, Inc. Lord, Abbett & Co. LLC serves as subadvisor to this Portfolio. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-85 WHICH PORTFOLIO HOLDINGS SHOWED WEAK PERFORMANCE DURING THE YEAR? Odyssey Healthcare, a hospice service provider, fell in 2004 when increased competition led to lower patient volume. Since the health care sector showed continuing weakness, we sold the Portfolio's position in the company. Vitesse Semiconductor, a developer of high-performance semiconductors, saw its stock price decline when lower demand for storage solutions led earnings to fall short of expectations. The Portfolio eliminated the position. Wireless Facilities is a provider of outsourced communications and integration services for the wireless industry. The company's stock price declined when performance results came in below analysts' expectations and the company announced a restatement of earnings. The Portfolio's position in Wireless Facilities has been sold. KVH Industries, a maker of mobile satellite systems, suffered when the market lowered its expectations for the company's sales to the U.S. military. The Portfolio sold its position in the stock. Shares of Plexus, an electronics contract-manufacturing-services firm, fell when the company announced operating inefficiencies that weakened margins. The Portfolio continues to hold its relatively small position in Plexus. WHAT WERE SOME OF THE PORTFOLIO'S LARGEST PURCHASES IN 2004? Armor Holdings, a security-products and consulting firm, has been held by the Portfolio for a number of years. We bought and sold shares of Armor Holdings at various points in 2004. Although profit taking involved several trades over a number of months, the Portfolio's average gain on sales of the company's shares in 2004 was 42%.(2) Armor Holdings continues to be a significant position in the Portfolio. Another new holding, Landstar System, was purchased principally in July 2004. Landstar is a freight-forwarding and global-logistics company, whose shares advanced owing to a strengthening industrial economy throughout the U.S. and hurricane-related business in Florida. Landstar continues to be a significant holding in the Portfolio, although we trimmed a small portion in 2004 at an average gain of 11%. VISX is a company that provides equipment and service to the laser eye-surgery market. The Portfolio added VISX stock beginning in April, and the majority of the position was established by June. The company's stock declined on a disappointing earnings outlook, and by November we had eliminated the position at an average loss of 18%. WHAT WERE SOME OF THE PORTFOLIO'S MOST SIGNIFICANT SALES DURING THE YEAR? Digital River is an e-commerce outsourcing company that focuses on software publishers. The Portfolio accumulated the bulk of its position in 2003, and after strong price appreciation, the position was eliminated in 2004 at an average gain of 63%. Netflix is an online DVD-rental company. The Portfolio accumulated a position in this company in mid-2003, and it was a strong performer for most of that year. Owing to increased competition and pricing pressure, however, the company's share price declined in 2004. The position was eliminated by mid-year, with an average gain of approximately 18%. As we mentioned when discussing large purchases, Armor Holdings was also a large sale in 2004. HOW DID YOU CHANGE THE PORTFOLIO'S POSITIONING DURING 2004? As the year progressed, we focused on increasing the Portfolio's exposure to companies that we believed are better positioned to benefit from a cyclical economic recovery. We also focused on reducing exposure to traditional growth sectors. To this end, the Portfolio increased its positions in the industrials sector and reduced its holdings in the information technology and consumer discretionary sectors. The Portfolio also increased its exposure to the financials sector. Within financials, our focus has been on institutions that Lord Abbett expects to benefit from economic and asset growth, rather than on banks with exposure to interest-rate spreads. 2. Performance percentages represent average gains or losses for the periods indicated. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. M-86 MainStay VP Series Fund, Inc. At year-end, the Portfolio's most significantly overweighted position versus the Russell 2000(R) Growth Index* was in the industrials sector. At the same time, the Portfolio's most significantly underweighted position was in the health care sector. WHAT IS YOUR OUTLOOK FOR THE PORTFOLIO? While economic growth remains solid, Lord Abbett expects that business momentum may have peaked. In Lord Abbett's view, the principal benefits from expansionary monetary and fiscal policies are behind us. Accordingly, the Portfolio is likely to begin to modify its exposure to industrial and information technology names and to continue its careful evaluation of retail holdings. The Portfolio is likely to increase its exposure to less economically sensitive areas, such as commercial service firms with a regulatory focus, health care companies, and defense companies. The Portfolio will continue to see potential in individual stock selections rather than sector positioning. The opinions expressed are those of the Portfolio Manager as of the date of this report and are subject to change. There is no guarantee that any forecasts made will come to pass. This material does not constitute investment advice and is not intended as an endorsement of any specific investment. The views of the Lord, Abbett & Co. LLC, the Portfolio's subadvisor, and the Portfolio's holdings described in this report are as of December 31, 2004; these views and holdings may have changed subsequent to this date. Information provided in this report should not be considered a recommendation to purchase or sell securities. The Portfolio is not insured by the FDIC, is not a deposit or other obligation of, or guaranteed by banks, and is subject to investment risks including loss of principal amount invested. For a more detailed discussion of the risks associated with the Portfolio, see the Portfolio's Prospectus. Stocks of small companies may be subject to higher price volatility, significantly lower trading volumes, and greater spreads between bid and ask prices, than stocks of larger companies. Small companies may be more vulnerable to adverse business or market developments than mid- or large-capitalization companies. The Investment and Performance Comparison and the Portfolio Management Discussion and Analysis for this Portfolio have not been audited. Not all investment divisions are available under all policies. * Please refer to pages M-2 and M-3 for additional explanations and disclosure regarding the Portfolios, their benchmark indices, and other indices, averages, and service providers mentioned in the reports. www.mainstayfunds.com M-87 DIRECTORS AND OFFICERS The following are the Directors and Officers of MainStay VP Series Fund, Inc., together with a brief description of their principal occupations during the past five years. Each Director serves until his/her successor is elected and qualified or until his/her resignation, death, or removal. Officers serve a term of one year and are elected annually by the Directors. The business address of each Director and Officer is 51 Madison Avenue, New York, New York 10010. <Table> <Caption> POSITION(S) HELD WITH NUMBER OF PORTFOLIOS OTHER NAME AND FUND AND LENGTH PRINCIPAL OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS DATE OF BIRTH OF TIME SERVED DURING PAST FIVE YEARS OVERSEEN BY DIRECTOR HELD BY DIRECTOR ------------------------------------------------------------------------------------------------------------------------- INTERESTED DIRECTORS* GARY E. Chairman and Chief Chief Executive Officer, Chairman, and 53 None WENDLANDT Executive Officer Manager, New York Life Investment 10/8/50 since 2002 and Management LLC (including predecessor Director since 2001 advisory organizations) and New York Life Investment Management Holdings LLC; Executive Vice President, New York Life Insurance Company; Executive Vice President and Manager, NYLIFE LLC; Manager, NYLIFE Distributors LLC; Vice Chairman, McMorgan & Company LLC; Manager, MacKay Shields LLC; Executive Vice President, New York Life Insurance and Annuity Corporation; Chairman, President and Chief Executive Officer, and Trustee, The MainStay Funds (23 portfolios); Executive Vice President and Chief Investment Officer, MassMutual Life Insurance Company (1993 to 1999). ------------------------------------------------------------------------------------------------------------------------- ANNE F. POLLACK President since 1990 Senior Vice President and Chief 19 Community 11/7/55 and Director since Investment Officer, New York Life Preservation 1989 Insurance Company; Senior Vice Corporation (Not President, Chief Investment Officer, and for Profit) Manager, NYLIFE LLC; Senior Vice since 2002; Coro President and Director, New York Life New York Insurance and Annuity Corporation and Leadership NYLIFE Insurance Company of Arizona; Center (Not for Senior Vice President, Chief Investment Profit) since Officer, and Manager, New York Life December 2004 International, LLC; Director, NYLIFE Securities Inc. ------------------------------------------------------------------------------------------------------------------------- ROBERT D. ROCK Vice President since Senior Vice President, New York Life 19 None 12/16/54 1985 and Director Insurance Company; Senior Vice since 1984 President, Chief Investment Officer, and Director, New York Life Insurance and Annuity Corporation and NYLIFE Insurance Company of Arizona; Senior Vice President and Manager, NYLIFE Distributors LLC; Senior Vice President, NYLIFE Securities Inc. ------------------------------------------------------------------------------------------------------------------------- </Table> * Certain Directors are considered to be interested persons of the Company within the meaning of the 1940 Act because of their affiliation with New York Life Insurance Company, New York Life Insurance and Annuity Corporation, NYLIFE LLC, New York Life Investment Management LLC, MacKay Shields LLC, McMorgan & Company LLC, Eclipse Funds, Eclipse Funds Inc., The MainStay Funds, NYLIFE Securities Inc., and/or NYLIFE Distributors LLC, as described in detail in the column "Principal Occupation(s) During Past Five Years." M- 88 MainStay VP Series Fund, Inc. <Table> <Caption> POSITION(S) HELD WITH NUMBER OF PORTFOLIOS OTHER NAME AND FUND AND LENGTH PRINCIPAL OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS DATE OF BIRTH OF TIME SERVED DURING PAST FIVE YEARS OVERSEEN BY DIRECTOR HELD BY DIRECTOR ------------------------------------------------------------------------------------------------------------------------- NON-INTERESTED DIRECTORS MICHAEL J. DRABB Director since 1994 Retired. Executive Vice President, 19 Director, MONY 10/4/33 O'Brien Asset Management (1993 to 1999). Series Fund Inc. (7 portfolios); Director, New York Life Settlement Corporation. ------------------------------------------------------------------------------------------------------------------------- JILL FEINBERG Director since 1995 President, Jill Feinberg & Company, Inc. 19 Director, New 4/14/54 (special events and meeting planning York Life firm). Settlement Corporation ------------------------------------------------------------------------------------------------------------------------- DANIEL HERRICK Director since 1983 Retired. Treasurer and Executive 19 None 12/1/20 Officer, National Gallery of Art (1985 to 1995). ------------------------------------------------------------------------------------------------------------------------- ROMAN L. WEIL Director since 1994 V. Duane Rath Professor of Accounting, 19 None 5/22/40 Graduate School of Business, University of Chicago; President, Roman L. Weil Associates, Inc. (consulting firm). ------------------------------------------------------------------------------------------------------------------------- JOHN A. WEISSER, Director since 1997 Retired. Managing Director of Salomon 19 None JR. Brothers, Inc. (1981 to 1995). 10/22/41 ------------------------------------------------------------------------------------------------------------------------- <Caption> POSITION(S) HELD WITH NUMBER OF PORTFOLIOS OTHER NAME AND FUND AND LENGTH PRINCIPAL OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS DATE OF BIRTH OF TIME SERVED DURING PAST FIVE YEARS OVERSEEN BY OFFICER HELD BY OFFICER ------------------------------------------------------------------------------------------------------------------------- OFFICERS WHO ARE NOT DIRECTORS THEODORE A. Executive Vice Executive Vice President and Co-Head of 19 None MATHAS President since 2002 Life & Annuity (as of January 1, 2004) 4/4/67 and Senior Vice President and Chief Operating Officer for Life & Annuity (1998 to December 2003), New York Life Insurance Company; Executive Vice President and Director, New York Life Insurance and Annuity Corporation and NYLIFE Insurance Company of Arizona; Director, NYLIFE Securities Inc. ------------------------------------------------------------------------------------------------------------------------- PATRICK J. Treasurer, Chief Managing Director, New York Life 61 None FARRELL Financial and Investment Management LLC (including 9/27/59 Accounting Officer predecessor advisory organizations); since 2001 Vice President, Treasurer, and Chief Financial and Accounting Officer, The MainStay Funds; Treasurer and Chief Financial and Accounting Officer, Eclipse Funds Inc. and Eclipse Funds; Chief Financial Officer and Assistant Treasurer, McMorgan Funds. ------------------------------------------------------------------------------------------------------------------------- </Table> www.mainstayfunds.com M- 89 <Table> <Caption> NUMBER OF POSITION(S) HELD WITH PORTFOLIOS OTHER NAME AND FUND AND LENGTH PRINCIPAL OCCUPATION(S) IN FUND COMPLEX DIRECTORSHIPS DATE OF BIRTH OF TIME SERVED DURING PAST FIVE YEARS OVERSEEN BY OFFICER HELD BY OFFICER -------------------------------------------------------------------------------------------------------------------------- OFFICERS WHO ARE NOT DIRECTORS ALISON H. Vice President-- Managing Director and Chief Compliance 53 None MICUCCI Compliance since Officer, New York Life Investment 12/16/65 September 2004 Management LLC (June 2003); Vice President--Compliance, The MainStay Funds, Eclipse Funds, and Eclipse Funds Inc.; Senior Managing Director--Compliance, NYLIFE Distributors; Deputy Chief Compliance Officer, New York Life Investment Management LLC (September 2002 to June 2003); Vice President and Compliance Officer, Goldman Sachs Asset Management (November 1999 to August 2002) -------------------------------------------------------------------------------------------------------------------------- MARGUERITE E.H. Secretary since Managing Director and Associate General 53 None MORRISON September 2004 Counsel, New York Life Investment 3/26/56 Management LLC (since June 2004); Secretary, The MainStay Funds, Eclipse Funds, Eclipse Funds Inc.; Managing Director and Secretary, NYLIFE Distributors LLC; Chief Legal Officer--Mutual Funds and Vice President and Corporate Counsel, The Prudential Insurance Company of America (2000 to June 2004). -------------------------------------------------------------------------------------------------------------------------- RICHARD W. Tax Vice President Vice President, New York Life Insurance 53 None ZUCCARO since 1991 Company; Vice President, New York Life 12/12/49 Insurance and Annuity Corporation, NYLIFE Insurance Company of Arizona, NYLIFE LLC, NYLIFE Securities Inc., and NYLIFE Distributors LLC; Tax Vice President, New York Life International, LLC; Tax Vice President, Eclipse Funds, Eclipse Funds Inc., and The MainStay Funds. -------------------------------------------------------------------------------------------------------------------------- </Table> M- 90 MainStay VP Series Fund, Inc. DIRECTORS AND OFFICERS* GARY E. WENDLANDT Chairman, Chief Executive Officer and Director ANNE F. POLLACK President and Director MICHAEL J. DRABB Director JILL FEINBERG Director DANIEL HERRICK Director ROBERT D. ROCK Director and Vice President ROMAN L. WEIL Director JOHN A. WEISSER, JR. Director THEODORE A. MATHAS Executive Vice President PATRICK J. FARRELL Treasurer, Chief Financial and Accounting Officer and Assistant Secretary MARGUERITE E. H. MORRISON Secretary ALISON H. MICUCCI Vice President--Compliance RICHARD W. ZUCCARO Tax Vice President INVESTMENT ADVISER NEW YORK LIFE INVESTMENT MANAGEMENT LLC Some Portfolios may not be available in all products. * As of December 31, 2004. ** An affiliate of New York Life Investment Management LLC. SUBADVISORS MACKAY SHIELDS LLC** AMERICAN CENTURY INVESTMENT MANAGEMENT, INC. THE DREYFUS CORPORATION EAGLE ASSET MANAGEMENT, INC. LORD, ABBETT & CO., LLC ADMINISTRATOR NEW YORK LIFE INVESTMENT MANAGEMENT LLC DISTRIBUTOR NYLIFE DISTRIBUTORS LLC CUSTODIANS THE BANK OF NEW YORK JP MORGAN CHASE & CO. INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PRICEWATERHOUSECOOPERS LLP LEGAL COUNSEL DECHERT LLP www.mainstayfunds.com M- 91 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMOUNT VALUE LONG-TERM BONDS (97.4%)+ ASSET-BACKED SECURITIES (3.1%) - ------------------------------------------------------------------------------ CONSUMER FINANCE (2.1%) American Express Master Trust Series 2002-2 Class A 2.15%, due 5/15/06 (d) $ 5,000,000 $ 5,001,606 MBNA Credit Card Master Note Trust Series 2003-A2 Class A2 2.45%, due 8/15/08 (d) 5,000,000 5,003,003 ------------ 10,004,609 ------------ DIVERSIFIED FINANCIAL SERVICES (1.0%) Bank One Issuance Trust Series 2003-A2 Class A2 2.45%, due 10/15/08 (d) 5,000,000 5,002,814 ------------ Total Asset-Backed Securities (Cost $15,007,938) 15,007,423 ------------ CORPORATE BONDS (34.6%) - ------------------------------------------------------------------------------ AEROSPACE & DEFENSE (0.2%) Raytheon Co. 6.50%, due 7/15/05 809,000 823,452 ------------ AUTOMOBILES (1.4%) DaimlerChrysler North America Holdings, Inc. 8.00%, due 6/15/10 1,000,000 1,155,805 Ford Motor Co. 7.45%, due 7/16/31 1,500,000 1,508,607 General Motors Corp. 7.125%, due 7/15/13 2,000,000 2,046,664 8.375%, due 7/15/33 2,000,000 2,072,166 ------------ 6,783,242 ------------ BEVERAGES (0.3%) Coca-Cola Enterprises, Inc. 8.50%, due 2/1/22 1,000,000 1,333,365 ------------ CAPITAL MARKETS (2.2%) Goldman Sachs Group, Inc. (The) 5.70%, due 9/1/12 4,000,000 4,240,076 J.P. Morgan Chase & Co. 3.50%, due 3/15/09 2,000,000 1,959,542 6.625%, due 3/15/12 2,000,000 2,238,634 Morgan Stanley Dean Witter & Co. 6.75%, due 4/15/11 2,000,000 2,243,276 ------------ 10,681,528 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE COMMERCIAL BANKS (2.8%) Bank of America Corp. 7.80%, due 2/15/10 $ 2,000,000 $ 2,325,800 Bank One Corp. 4.125%, due 9/1/07 2,000,000 2,032,006 First Chicago NBD Corp. 6.125%, due 2/15/06 1,750,000 1,800,836 Fleet National Bank 5.75%, due 1/15/09 5,000,000 5,314,655 National City Corp. 3.20%, due 4/1/08 1,000,000 979,766 Wells Fargo & Co. 6.375%, due 8/1/11 1,000,000 1,107,147 ------------ 13,560,210 ------------ CONSUMER FINANCE (1.6%) American General Finance Corp. Series G 5.375%, due 9/1/09 1,000,000 1,048,824 Capital One Bank Series BNKT 4.25%, due 12/1/08 1,000,000 1,007,271 8.25%, due 6/15/05 2,000,000 2,044,422 Ford Motor Credit Co. 6.25%, due 2/16/06 1,000,000 1,017,344 Household Finance Corp. 4.75%, due 7/15/13 2,500,000 2,480,620 ------------ 7,598,481 ------------ DIVERSIFIED FINANCIAL SERVICES (3.9%) Associates Corp. of North America 6.95%, due 11/1/18 3,000,000 3,472,860 Boeing Capital Corp. 5.75%, due 2/15/07 3,000,000 3,133,113 CIT Group, Inc. 7.75%, due 4/2/12 2,000,000 2,367,408 Mellon Funding Corp. 6.40%, due 5/14/11 1,125,000 1,248,324 National Rural Utilities Cooperative Finance Corp. 3.875%, due 2/15/08 2,000,000 2,007,974 NiSource Finance Corp. 7.625%, due 11/15/05 3,000,000 3,109,284 Principal Life Global Funding Inc. 6.25%, due 2/15/12 (a) 3,110,000 3,399,578 ------------ 18,738,541 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (1.1%) BellSouth Corp. 5.20%, due 9/15/14 1,000,000 1,019,222 SBC Communications, Inc. 6.45%, due 6/15/34 1,000,000 1,071,367 </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 92 MainStay VP Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ------------------------------------------------------------------------------ DIVERSIFIED TELECOMMUNICATION SERVICES (CONTINUED) Sprint Capital Corp. 7.125%, due 1/30/06 $ 1,000,000 $ 1,040,115 8.375%, due 3/15/12 1,000,000 1,218,142 8.75%, due 3/15/32 750,000 999,232 ------------ 5,348,078 ------------ ELECTRIC UTILITIES (4.5%) Arizona Public Service Co. 7.625%, due 8/1/05 3,000,000 3,077,982 Cleveland Electric Illuminating Co. (The) 5.65%, due 12/15/13 1,000,000 1,037,112 Consumers Energy Co. Series J 6.00%, due 2/15/14 3,000,000 3,224,712 DTE Energy Co. 6.45%, due 6/1/06 1,000,000 1,041,000 FPL Group Capital, Inc. 3.25%, due 4/11/06 2,000,000 2,001,068 Illinois Power Co. 7.50%, due 6/15/09 1,500,000 1,691,807 Kansas Gas & Electric Co. 6.20%, due 1/15/06 2,000,000 2,056,742 Pepco Holdings, Inc. 3.75%, due 2/15/06 1,000,000 1,004,909 Potomac Edison Co. 5.35%, due 11/15/14 (a) 2,750,000 2,771,400 Progress Energy, Inc. 6.125%, due 9/15/33 1,000,000 1,064,901 6.50%, due 7/15/12 2,000,000 2,218,380 Public Service Co. of New Mexico 4.40%, due 9/15/08 500,000 504,181 ------------ 21,694,194 ------------ ENERGY EQUIPMENT & SERVICES (0.5%) Enbridge Energy Partners, L.P. 6.30%, due 12/15/34 2,250,000 2,329,175 ------------ FOOD & STAPLES RETAILING (2.6%) Albertson's Inc. Series C 6.625%, due 6/1/28 1,000,000 1,048,238 Delhaize America, Inc. 7.375%, due 4/15/06 2,500,000 2,624,942 9.00%, due 4/15/31 1,000,000 1,293,797 Kroger Co. (The) Series B 7.70%, due 6/1/29 1,000,000 1,206,032 Safeway, Inc. 5.625%, due 8/15/14 3,000,000 3,095,277 6.50%, due 3/11/11 2,125,000 2,327,266 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE FOOD & STAPLES RETAILING (CONTINUED) SUPERVALU, Inc. 7.50%, due 5/15/12 $ 1,000,000 $ 1,167,166 ------------ 12,762,718 ------------ FOOD PRODUCTS (0.4%) Kellogg Co. Series B 6.60%, due 4/1/11 2,000,000 2,240,448 ------------ GAS UTILITIES (0.8%) Atmos Energy Corp. 5.95%, due 10/15/34 1,000,000 1,011,936 Kinder Morgan Energy Partners, L.P. 5.125%, due 11/15/14 2,750,000 2,744,533 ------------ 3,756,469 ------------ INSURANCE (0.4%) ACE Ltd. 6.00%, due 4/1/07 1,750,000 1,825,574 ------------ MEDIA (3.2%) Clear Channel Communications, Inc. 5.50%, due 9/15/14 2,000,000 2,007,726 Cox Communications, Inc. 6.875%, due 6/15/05 2,260,000 2,296,282 Time Warner, Inc. 7.57%, due 2/1/24 2,500,000 2,940,883 7.625%, due 4/15/31 3,000,000 3,629,283 Walt Disney Co. (The) Series B 6.75%, due 3/30/06 2,000,000 2,083,830 7.00%, due 3/1/32 2,130,000 2,496,760 ------------ 15,454,764 ------------ MULTILINE RETAIL (0.3%) May Department Stores Co. (The) 5.75%, due 7/15/14 1,500,000 1,541,522 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.3%) Pacific Electric & Gas Co. 6.05%, due 3/1/34 1,500,000 1,557,924 ------------ OIL & GAS (0.6%) Duke Energy Field Services Corp. 7.50%, due 8/16/05 2,000,000 2,052,842 Enterprise Products Partners L.P. 5.60%, due 10/15/14 (a) 1,000,000 1,008,870 ------------ 3,061,712 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 93 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ------------------------------------------------------------------------------ PAPER & FOREST PRODUCTS (0.4%) Weyerhaeuser Co. 7.375%, due 3/15/32 $ 1,500,000 $ 1,778,769 ------------ REAL ESTATE (3.7%) Archstone-Smith Trust 8.20%, due 7/3/05 3,305,000 3,385,381 Avalonbay Communities, Inc. 6.625%, due 9/15/11 1,000,000 1,106,726 Camden Property Trust 4.375%, due 1/15/10 3,585,000 3,573,549 Kimco Realty Corp. Series A 6.73%, due 6/30/05 1,000,000 1,018,374 Regency Centers LP 7.95%, due 1/15/11 2,250,000 2,599,139 Rouse Co. (The) 3.625%, due 3/15/09 1,000,000 942,744 Summit Properties Partnership, LP 7.04%, due 5/9/06 5,000,000 5,138,975 ------------ 17,764,888 ------------ ROAD & RAIL (1.6%) CSX Corp. 2.48%, due 8/3/06 (d) 2,000,000 2,000,522 5.50%, due 8/1/13 1,000,000 1,045,810 Norfolk Southern Corp. 7.80%, due 5/15/27 2,000,000 2,505,082 8.375%, due 5/15/05 2,000,000 2,038,586 ------------ 7,590,000 ------------ SPECIALTY RETAIL (0.4%) Erac USA Finance Co. 8.25%, due 5/1/05 (a) 2,000,000 2,032,958 ------------ THRIFTS & MORTGAGE FINANCE (1.4%) Countrywide Financial Corp. 4.00%, due 3/22/11 1,500,000 1,458,390 General Electric Capital Corp. 6.00%, due 6/15/12 5,000,000 5,450,185 ------------ 6,908,575 ------------ Total Corporate Bonds (Cost $162,965,426) 167,166,587 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE FOREIGN BONDS (5.3%) - ------------------------------------------------------------------------------ DIVERSIFIED TELECOMMUNICATION SERVICES (0.8%) Deutsche Telekom International Finance BV 9.25%, due 6/1/32 $ 1,000,000 $ 1,423,086 Telecom Italia Capital 6.00%, due 9/30/34 (a) 2,375,000 2,321,931 ------------ 3,745,017 ------------ FOREIGN GOVERNMENTS (4.0%) Province of British Columbia 4.625%, due 10/3/06 5,000,000 5,118,530 Province of Manitoba 2.75%, due 1/17/06 4,000,000 3,996,456 Province of Ontario 5.50%, due 10/1/08 4,000,000 4,240,836 Province of Quebec 5.00%, due 7/17/09 2,000,000 2,089,142 Republic of Italy 2.50%, due 3/31/06 3,000,000 2,980,062 United Mexican States Series A 6.75%, due 9/27/34 1,000,000 987,500 ------------ 19,412,526 ------------ REAL ESTATE (0.5%) Westfield Capital Corp. 5.125%, due 11/15/14 (a) 2,625,000 2,612,387 ------------ Total Foreign Bonds (Cost $25,210,294) 25,769,930 ------------ MORTGAGE-BACKED SECURITY (2.1%) - ------------------------------------------------------------------------------ COMMERCIAL MORTGAGE LOANS (COLLATERALIZED MORTGAGE OBLIGATIONS) (2.1%) VMorgan Stanley Capital I Series 2004-HQ3 Class A4 4.80%, due 1/13/41 10,000,000 10,023,206 ------------ Total Mortgage-Backed Security (Cost $9,531,195) 10,023,206 ------------ U.S. GOVERNMENT & FEDERAL AGENCIES (52.3%) - ------------------------------------------------------------------------------ FEDERAL HOME LOAN BANK (4.1%) 2.625%, due 2/16/07 5,000,000 4,922,595 V 3.625%, due 11/14/08 10,000,000 9,970,580 3.75%, due 8/15/07 5,000,000 5,043,425 ------------ 19,936,600 ------------ </Table> M- 94 MainStay VP Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE U.S. GOVERNMENT & FEDERAL AGENCIES (CONTINUED) - ------------------------------------------------------------------------------ FEDERAL HOME LOAN MORTGAGE CORPORATION (MORTGAGE PASS-THROUGH SECURITIES) (18.6%) 4.50%, due 6/1/18-7/1/19 $15,934,304 $ 15,898,676 5.00%, due 7/15/14-6/1/34 5,707,268 5,867,491 5.00%, due 1/15/19 TBA (b) 2,000,000 2,030,000 V 5.00%, due 2/15/35 TBA (b) 26,000,000 25,748,112 5.50%, due 12/1/33 212,375 215,946 V 5.50%, due 2/15/34 TBA (b) 17,000,000 17,223,125 6.00%, due 1/1/33 5,281,782 5,463,694 V 6.00%, due 8/1/34 13,751,941 14,212,881 6.50%, due 7/1/17 444,202 470,381 7.00%, due 1/1/33 2,571,518 2,725,412 ------------ 89,855,718 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (1.5%) 4.25%, due 5/15/09 5,000,000 5,087,440 5.25%, due 8/1/12 2,000,000 2,075,260 ------------ 7,162,700 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (15.0%) 4.00%, due 1/15/20 TBA (b) 3,000,000 2,927,814 4.50%, due 5/1/18 6,122,469 6,116,765 V 5.00%, due 1/1/18 6,914,522 7,033,826 5.00%, due 6/1/18-5/1/33 8,297,441 8,433,006 5.00%, due 2/15/34 TBA (b) 3,000,000 2,968,125 5.50%, due 5/1/16-5/1/33 8,911,742 9,084,700 V 5.50%, due 9/1/33 15,319,656 15,566,015 5.50%, due 2/15/35 TBA (b) 6,000,000 6,075,000 6.00%, due 2/1/14-9/1/32 1,108,251 1,159,350 V 6.00%, due 2/15/34 TBA (b) 8,000,000 8,252,496 6.50%, due 11/1/09-7/1/31 2,534,166 2,661,463 7.00%, due 2/1/27-4/1/31 1,446,031 1,537,024 7.50%, due 7/1/28 350,011 375,604 ------------ 72,191,188 ------------ GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (1.8%) 5.50%, due 3/15/33-4/15/33 3,923,517 4,011,035 6.50%, due 4/15/32-6/15/32 3,788,762 3,991,853 7.00%, due 7/15/31 352,486 374,651 9.00%, due 4/15/26 218,677 245,446 ------------ 8,622,985 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE UNITED STATES TREASURY BONDS (1.0%) 5.375%, due 2/15/31 $ 3,250,000 $ 3,514,316 6.25%, due 8/15/23 1,000,000 1,170,742 ------------ 4,685,058 ------------ UNITED STATES TREASURY NOTES (10.3%) 2.25%, due 2/15/07 3,100,000 3,047,446 2.875%, due 11/30/06 4,000,000 3,987,500 3.00%, due 11/15/07-2/15/08 9,500,000 9,435,390 V 3.50%, due 12/15/09 16,250,000 16,171,285 V 4.25%, due 11/15/14 11,425,000 11,454,899 5.00%, due 2/15/11 1,000,000 1,063,789 5.75%, due 8/15/10 4,250,000 4,679,152 ------------ 49,839,461 ------------ Total U.S. Government & Federal Agencies (Cost $251,862,248) 252,293,710 ------------ Total Long-Term Bonds (Cost $464,577,101) 470,260,856 ------------ SHORT-TERM INVESTMENTS (15.0%) (C) - ------------------------------------------------------------------------------ COMMERCIAL PAPER (12.8%) Caterpillar Financial Services Corp. 2.23%, due 1/27/05 10,000,000 9,983,891 Citigroup Global Markets Holdings, Inc. 2.25%, due 1/6/05 10,000,000 9,996,871 First Data Corp. 2.27%, due 1/3/05 5,000,000 4,999,369 Inter-American Development Bank 2.23%, due 1/18/05 10,635,000 10,623,790 Morgan Stanley Dean Witter & Co. 2.32%, due 1/5/05 10,000,000 9,997,419 NICOR, Inc. 2.25%, due 1/13/05 10,000,000 9,992,499 Rabobank USA Financial Corp. 2.17%, due 1/3/05 6,515,000 6,514,215 ------------ Total Commercial Paper (Cost $62,108,054) 62,108,054 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 95 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------ FEDERAL AGENCY (2.2%) Federal Home Loan Bank 2.255%, due 1/12/05 $10,500,000 $ 10,492,758 ------------ Total Federal Agency (Cost $10,492,758) 10,492,758 ------------ Total Short-Term Investments (Cost $72,600,812) 72,600,812 ------------ Total Investments (Cost $537,177,913) (e) 112.4% 542,861,668(f) Liabilities in Excess of Cash and Other Assets (12.4) (60,095,770) ----------- ------------ Net Assets 100.0% $482,765,898 =========== ============ </Table> <Table> (a) May be sold to institutional investors only. (b) TBA: Securities purchased on a forward commitment basis with an approximate principal amount and maturity date. The actual principal amount and the maturity will be determined upon settlement. (c) Segregated as collateral for TBA's. (d) Floating rate. Rate shown is the rate in effect at December 31, 2004. (e) The cost for federal income tax purposes is $537,222,915. (f) At December 31, 2004 net unrealized depreciation was $5,638,753, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $6,994,187 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $1,355,434. </Table> M- 96 MainStay VP Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $537,177,913) $542,861,668 Cash 1,122 Receivables: Investment securities sold 85,487,034 Interest 4,260,304 Fund shares sold 1,115,220 Other assets 1,354 ------------ Total assets 633,726,702 ------------ LIABILITIES: Payables: Investment securities purchased 150,627,552 Adviser 101,708 Administrator 81,366 Shareholder communication 68,617 Fund shares redeemed 14,532 NYLIFE Distributors 12,684 Accrued expenses 54,345 ------------ Total liabilities 150,960,804 ------------ Net assets $482,765,898 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 316,349 Service Class 46,447 Additional paid-in capital 476,764,119 Accumulated undistributed net investment income 230 Accumulated net realized loss on investments (45,002) Net unrealized appreciation on investments 5,683,755 ------------ Net assets $482,765,898 ============ INITIAL CLASS Net assets applicable to outstanding shares $421,045,500 ============ Shares of capital stock outstanding 31,634,871 ============ Net asset value per share outstanding $ 13.31 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 61,720,398 ============ Shares of capital stock outstanding 4,644,736 ============ Net asset value per share outstanding $ 13.29 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 97 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $18,969,582 Dividends 17,006 ----------- Total income 18,986,588 ----------- EXPENSES: Advisory 1,216,915 Administration 973,532 Shareholder communication 216,474 Distribution and service -- Service Class 103,087 Professional 86,437 Directors 34,399 Custodian 26,116 Portfolio pricing 21,480 Miscellaneous 34,010 ----------- Total expenses 2,712,450 ----------- Net investment income 16,274,138 ----------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 5,900,864 Net change in unrealized appreciation on investments (2,941,022) ----------- Net realized and unrealized gain on investments 2,959,842 ----------- Net increase in net assets resulting from operations $19,233,980 =========== </Table> M- 98 MainStay VP Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE (DECREASE) IN NET ASSETS: Operations: Net investment income $ 16,274,138 $ 19,448,494 Net realized gain on investments 5,900,864 13,627,665 Net change in unrealized appreciation on investments (2,941,022) (10,541,500) --------------------------- Net increase in net assets resulting from operations 19,233,980 22,534,659 --------------------------- Dividends and distributions to shareholders: From net investment income: Initial Class (14,969,635) (19,902,818) Service Class (2,089,723) (768,712) From net realized gain on investments: Initial Class (4,501,523) (11,892,619) Service Class (658,893) (466,633) --------------------------- Total dividends and distributions to shareholders (22,219,774) (33,030,782) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 15,267,534 77,278,859 Service Class 42,943,428 19,885,771 Net asset value of shares issued to shareholders in reinvestment of dividends and distributions: Initial Class 19,471,158 31,795,437 Service Class 2,748,616 1,235,344 --------------------------- 80,430,736 130,195,411 Cost of shares redeemed: Initial Class (96,808,855) (96,297,101) Service Class (2,505,761) (506,395) --------------------------- (99,314,616) (96,803,496) --------------------------- Increase (decrease) in net assets derived from capital share transactions (18,883,880) 33,391,915 --------------------------- Net increase (decrease) in net assets (21,869,674) 22,895,792 NET ASSETS: Beginning of year 504,635,572 481,739,780 --------------------------- End of year $482,765,898 $504,635,572 =========================== Accumulated undistributed net investment income at end of year $ 230 $ -- =========================== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 99 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS -------------------------------------------------------- --------------------------- JUNE 4, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 13.41 $ 13.73 $ 13.11 $ 12.59 $ 12.24 $ 13.40 $ 14.33 -------- -------- -------- -------- -------- ------- ------- Net investment income 0.47 0.52(b) 0.60 0.65 0.85 0.46 0.28(b) Net realized and unrealized gain (loss) on investments 0.08 0.10 0.64 0.52 0.35 0.05 (0.28) -------- -------- -------- -------- -------- ------- ------- Total from investment operations 0.55 0.62 1.24 1.17 1.20 0.51 (0.00)(c) -------- -------- -------- -------- -------- ------- ------- Less dividends and distributions: From net investment income (0.50) (0.59) (0.61) (0.65) (0.85) (0.47) (0.58) From net realized gain on investments (0.15) (0.35) (0.01) -- -- (0.15) (0.35) -------- -------- -------- -------- -------- ------- ------- Total dividends and distributions (0.65) (0.94) (0.62) (0.65) (0.85) (0.62) (0.93) -------- -------- -------- -------- -------- ------- ------- Net asset value at end of period $ 13.31 $ 13.41 $ 13.73 $ 13.11 $ 12.59 $ 13.29 $ 13.40 ======== ======== ======== ======== ======== ======= ======= Total investment return 4.09% 4.52% 9.48% 9.27% 9.82% 3.83% 0.00%(d)(e) Ratios (to average net assets)/Supplemental Data: Net investment income 3.36% 3.75% 4.93% 5.66% 6.37% 3.11% 3.50%+(f) Expenses 0.54% 0.54% 0.52% 0.52% 0.51% 0.79% 0.79%+ Portfolio turnover rate 335% 149% 76% 54% 58% 335% 149% Net assets at end of period (in 000's) $421,046 $485,033 $481,740 $372,983 $257,573 $61,720 $19,603 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Less than one cent per share. (d) Total return is not annualized. (e) Less than one tenth of a percent. (f) Represents income earned for the year by the Initial Class shares less service fee of 0.25%. + Annualized. </Table> M- 100 MainStay VP Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (99.1%)+ - ------------------------------------------------------------------------------- AEROSPACE & DEFENSE (3.6%) L-3 Communications Holdings, Inc. (b) 223,100 $ 16,339,844 VUnited Technologies Corp. 184,000 19,016,400 -------------- 35,356,244 -------------- AIR FREIGHT & LOGISTICS (2.1%) VFedEx Corp. 208,500 20,535,165 -------------- AUTOMOBILES (1.7%) Harley-Davidson, Inc. 276,300 16,785,225 -------------- BEVERAGES (1.0%) PepsiCo, Inc. 183,400 9,573,480 -------------- BIOTECHNOLOGY (4.1%) Amgen, Inc. (a) 274,600 17,615,590 Genentech, Inc. (a) 223,700 12,178,228 Gilead Sciences, Inc. (a) 280,800 9,825,192 -------------- 39,619,010 -------------- CAPITAL MARKETS (1.7%) Morgan Stanley & Co. 297,000 16,489,440 -------------- CHEMICALS (1.9%) Praxair, Inc. 420,700 18,573,905 -------------- COMMERCIAL SERVICES & SUPPLIES (1.6%) Cendant Corp. 675,900 15,802,542 -------------- COMMUNICATIONS EQUIPMENT (4.3%) Avaya, Inc. (a) 974,200 16,756,240 Cisco Systems, Inc. (a) 605,000 11,676,500 QUALCOMM, Inc. 327,100 13,869,040 -------------- 42,301,780 -------------- COMPUTERS & PERIPHERALS (4.4%) VDell, Inc. (a) 474,600 19,999,644 Hewlett-Packard Co. 567,000 11,889,990 International Business Machines Corp. 114,800 11,316,984 -------------- 43,206,618 -------------- CONSUMER FINANCE (4.0%) VAmerican Express Co. 364,900 20,569,413 Capital One Financial Corp. 220,000 18,526,200 -------------- 39,095,613 -------------- DIVERSIFIED FINANCIAL SERVICES (1.1%) Citigroup, Inc. 212,962 10,260,509 -------------- </Table> <Table> <Caption> SHARES VALUE ELECTRONIC EQUIPMENT & INSTRUMENTS (0.8%) Agilent Technologies, Inc. (a) 342,300 $ 8,249,430 -------------- ENERGY EQUIPMENT & SERVICES (4.1%) Baker Hughes, Inc. 306,000 13,057,020 BJ Services Co. (b) 278,900 12,980,006 Weatherford International Ltd. (a) 274,500 14,081,850 -------------- 40,118,876 -------------- FOOD & STAPLES RETAILING (1.3%) Walgreen Co. 327,300 12,558,501 -------------- HEALTH CARE EQUIPMENT & SUPPLIES (3.3%) Boston Scientific Corp. (a) 431,000 15,322,050 Fisher Scientific International, Inc. (a) 264,200 16,480,796 -------------- 31,802,846 -------------- HEALTH CARE PROVIDERS & SERVICES (8.3%) VCaremark Rx, Inc. (a) 498,700 19,663,741 Quest Diagnostics, Inc. 157,200 15,020,460 VUnitedHealth Group, Inc. 305,300 26,875,559 VWellPoint Health Networks, Inc. (a) 172,700 19,860,500 -------------- 81,420,260 -------------- HOUSEHOLD DURABLES (6.8%) Centex Corp 227,800 13,572,324 D.R. Horton, Inc. 448,700 18,087,097 Harman International Industries, Inc. 128,600 16,332,200 Lennar Corp. Class A 323,400 18,330,312 -------------- 66,321,933 -------------- INDUSTRIAL CONGLOMERATES (3.6%) 3M Co. 195,900 16,077,513 General Electric Co. 517,700 18,896,050 -------------- 34,973,563 -------------- INTERNET & CATALOG RETAIL (1.0%) eBay, Inc. (a) 85,200 9,907,056 -------------- IT SERVICES (1.6%) Accenture Ltd. Class A (a) 353,400 9,541,800 First Data Corp. 136,800 5,819,472 -------------- 15,361,272 -------------- LEISURE EQUIPMENT & PRODUCTS (1.1%) Brunswick Corp. 211,300 10,459,350 -------------- </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 101 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ------------------------------------------------------------------------------- MACHINERY (5.6%) VDanaher Corp. 346,100 $ 19,869,601 Dover Corp. 405,500 17,006,670 Illinois Tool Works, Inc. 197,800 18,332,104 -------------- 55,208,375 -------------- MEDIA (1.7%) Omnicom Group, Inc. 197,200 16,627,904 -------------- MULTILINE RETAIL (3.5%) Kohl's Corp. (a) 332,100 16,329,357 Target Corp. 355,300 18,450,729 -------------- 34,780,086 -------------- PHARMACEUTICALS (3.6%) VJohnson & Johnson 305,200 19,355,784 Teva Pharmaceutical Industries Ltd. ADR (b)(c) 533,800 15,939,268 -------------- 35,295,052 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (4.6%) Analog Devices, Inc. 204,100 7,535,372 Applied Materials, Inc. (a) 370,500 6,335,550 Intel Corp. 426,600 9,978,174 KLA-Tencor Corp. (a)(b) 175,600 8,179,448 Maxim Integrated Products, Inc. 158,600 6,723,054 Texas Instruments, Inc. 242,500 5,970,350 -------------- 44,721,948 -------------- SOFTWARE (6.0%) Electronic Arts, Inc. (a) 109,100 6,729,288 Microsoft Corp. 506,400 13,525,944 Oracle Corp. (a) 864,600 11,862,312 Symantec Corp. (a) 705,400 18,171,104 VERITAS Software Corp. (a) 308,200 8,799,110 -------------- 59,087,758 -------------- SPECIALTY RETAIL (6.8%) Bed Bath & Beyond, Inc. (a) 409,800 16,322,334 Best Buy Co., Inc. 254,500 15,122,390 Lowe's Cos., Inc. 315,400 18,163,886 TJX Cos., Inc. (The) 653,000 16,409,890 -------------- 66,018,500 -------------- TEXTILES, APPAREL & LUXURY GOODS (3.9%) VCoach, Inc. (a) 338,300 19,080,120 NIKE, Inc. Class B 208,200 18,881,658 -------------- 37,961,778 -------------- Total Common Stocks (Cost $784,414,803) 968,474,019 -------------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (2.3%) - ------------------------------------------------------------------------------- COMMERCIAL PAPER (0.2%) UBS Finance (Delaware) LLC 2.180%, due 1/3/2005 $2,025,000 2,024,755 -------------- Total Commercial Paper (Cost $2,024,755) 2,024,755 -------------- <Caption> SHARES VALUE INVESTMENT COMPANY (0.1%) AIM Institutional Funds Group (d) 976,195 976,195 -------------- Total Investment Company (Cost $976,195) 976,195 -------------- <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.1%) Banc of America Securities LLC 2.3923%, due 1/3/05 (d) $ 640,000 640,000 -------------- Total Master Note (Cost $640,000) 640,000 -------------- REPURCHASE AGREEMENTS (1.9%) Credit Suisse First Boston LLC 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $10,101,988 (d) (Collateralized by Various Bonds with a Principal Amount of $12,033,977 and a Market Value of $10,302,062) (e) 10,100,000 10,100,000 Dresdner Kleinwort Wasserstein Securities LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,000,199 (d) (Collateralized by Various Bonds with a Principal Amount of $1,048,034 and a Market Value of $1,050,041) (e) 1,000,000 1,000,000 </Table> M- 102 MainStay VP Capital Appreciation Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------- REPURCHASE AGREEMENTS (CONTINUED) Lehman Brothers, Inc. 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,043,402 (d) (Collateralized by Various Bonds with a Principal Amount of $2,779,626 and a Market Value of $2,083,825) (e) $2,043,000 $ 2,043,000 Merrill Lynch & Co., Inc. 2.3925%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $3,668,731 (d) (Collateralized by Various Bonds with a Principal Amount of $3,620,164 and a Market Value of $3,851,406) (e) 3,668,000 3,668,000 Morgan Stanley & Co. 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,100,413 (d) (Collateralized by Various Bonds with a Principal Amount of $3,684,244 and a Market Value of $2,214,929) (e) 2,100,000 2,100,000 -------------- Total Repurchase Agreements (Cost $18,911,000) 18,911,000 -------------- Total Short-Term Investments (Cost $22,551,950) 22,551,950 -------------- Total Investments (Cost $806,966,753) (f) 101.4% $ 991,025,969(g) Liabilities in Excess of Cash and Other Assets (1.4) (13,580,564) ---------- -------------- Net Assets 100.0% $ 977,445,405 ========== ============== </Table> <Table> (a) Non-income producing security. (b) Represents a security, or a portion thereof, which is out on loan. (c) ADR -- American Depositary Receipt. (d) Represents a security, or a portion thereof, purchased with cash collateral received for securities on loan. (e) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (f) The cost for federal income tax purposes is $808,229,871. (g) At December 31, 2004 net unrealized appreciation was $182,796,098, based on cost for federal income tax pur- poses. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $197,929,883 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $15,133,785. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 103 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $806,966,753) including $19,925,394 market value of securities loaned $ 991,025,969 Cash 2,274 Receivables: Fund shares sold 7,474,852 Dividends and interest 420,895 Other Assets 2,778 -------------- Total assets 998,926,768 -------------- LIABILITIES: Securities lending collateral 20,527,195 Payables: Adviser 293,254 Fund shares redeemed 244,462 Shareholder communication 179,722 Administrator 162,919 Custodian 13,290 NYLIFE Distributors 9,916 Accrued expenses 50,605 -------------- Total liabilities 21,481,363 -------------- Net assets $ 977,445,405 ============== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 432,093 Service Class 22,457 Additional paid-in capital 1,068,618,362 Accumulated undistributed net investment income 36,366 Accumulated net realized loss on investments (275,723,089) Net unrealized appreciation on investments 184,059,216 -------------- Net assets $ 977,445,405 ============== INITIAL CLASS Net assets applicable to outstanding shares $ 929,226,910 ============== Shares of capital stock outstanding 43,209,291 ============== Net asset value per share outstanding $ 21.51 ============== SERVICE CLASS Net assets applicable to outstanding shares $ 48,218,495 ============== Shares of capital stock outstanding 2,245,713 ============== Net asset value per share outstanding $ 21.47 ============== </Table> M- 104 MainStay VP Capital Appreciation Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 8,593,494 Interest 104,881 Income from securities loaned -- net 53,908 ----------- Total Income 8,752,283 ----------- EXPENSES: Advisory 3,544,528 Administration 1,969,182 Shareholder communication 558,284 Professional 111,109 Distribution and service -- Service Class 82,015 Custodian 81,983 Directors 67,753 Portfolio pricing 2,680 Miscellaneous 53,571 ----------- Total expenses 6,471,105 Reimbursement of advisory fee (33,656) ----------- Net expenses 6,437,449 ----------- Net investment income 2,314,834 ----------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized loss on investments (37,683,374) Net change in unrealized appreciation on investments 71,793,482 ----------- Net realized and unrealized gain on investments 34,110,108 ----------- Net increase in net assets resulting from operations $36,424,942 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $20,865. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 105 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE (DECREASE) IN NET ASSETS: Operations: Net investment income $ 2,314,834 $ 1,834,479 Net realized loss on investments (37,683,374) (18,610,933) Net change in unrealized appreciation (depreciation) on investments 71,793,482 234,800,097 ------------------------------- Net increase in net assets resulting from operations 36,424,942 218,023,643 ------------------------------- Dividends to shareholders: From net investment income: Initial Class (2,244,209) (1,999,649) Service Class (34,898) (18,614) ------------------------------- Total dividends to shareholders (2,279,107) (2,018,263) ------------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 25,995,212 41,724,882 Service Class 32,764,947 14,725,797 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 2,244,209 1,999,649 Service Class 34,898 18,614 ------------------------------- 61,039,266 58,468,942 Cost of shares redeemed: Initial Class (142,824,843) (89,669,709) Service Class (2,035,070) (94,205) ------------------------------- (144,859,913) (89,763,914) ------------------------------- Decrease in net assets derived from capital share transactions (83,820,647) (31,294,972) ------------------------------- Net increase (decrease) in net assets (49,674,812) 184,710,408 NET ASSETS: Beginning of year 1,027,120,217 842,409,809 ------------------------------- End of year $ 977,445,405 $1,027,120,217 =============================== Accumulated undistributed net investment income at end of year $ 36,366 $ 639 =============================== </Table> M- 106 MainStay VP Capital Appreciation Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS --------------------------------------------------------------------------- YEAR ENDED DECEMBER 31, 2004 2003 2002 2001 2000 Net asset value at beginning of period $ 20.70 $ 16.33 $ 23.64 $ 30.81 $ 36.98 -------- ---------- -------- ---------- ---------- Net investment income (loss) 0.05 0.04(b) 0.02 0.02 (0.05)(b) Net realized and unrealized gain (loss) on investments 0.81 4.37 (7.31) (7.17) (3.73) -------- ---------- -------- ---------- ---------- Total from investment operations 0.86 4.41 (7.29) (7.15) (3.78) -------- ---------- -------- ---------- ---------- Less dividends and distributions: From net investment income (0.05) (0.04) (0.02) (0.02) -- From net realized gain on investments -- -- -- -- (2.39) -------- ---------- -------- ---------- ---------- Total dividends and distributions (0.05) (0.04) (0.02) (0.02) (2.39) -------- ---------- -------- ---------- ---------- Net asset value at end of period $ 21.51 $ 20.70 $ 16.33 $ 23.64 $ 30.81 ======== ========== ======== ========== ========== Total investment return 4.16% 26.99% (30.83%) (23.22%) (10.72%) Ratios (to average net assets)/ Supplemental Data: Net investment income (loss) 0.24% 0.20% 0.11% 0.09% (0.15%) Expenses 0.65% 0.64% 0.64% 0.63% 0.63% Portfolio turnover rate 34% 26% 72% 46% 33% Net assets at end of period (in 000's) $929,227 $1,011,538 $842,410 $1,345,799 $1,813,776 <Caption> SERVICE CLASS --------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, 2004 2003 Net asset value at beginning of period $ 20.68 $ 18.43 ------- ------- Net investment income (loss) 0.02 0.01(b) Net realized and unrealized gain (loss) on investments 0.79 2.27 ------- ------- Total from investment operations 0.81 2.28 ------- ------- Less dividends and distributions: From net investment income (0.02) (0.03) From net realized gain on investments -- -- ------- ------- Total dividends and distributions (0.02) (0.03) ------- ------- Net asset value at end of period $ 21.47 $ 20.68 ======= ======= Total investment return 3.90% 12.36%(c) Ratios (to average net assets)/ Supplemental Data: Net investment income (loss) (0.01%) (0.05%)+(d) Expenses 0.90% 0.89%+ Portfolio turnover rate 34% 26% Net assets at end of period (in 000's) $48,218 $15,582 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Total return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 107 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMORTIZED AMOUNT COST SHORT-TERM INVESTMENTS (111.0%)+ - ------------------------------------------------------------------------------ BANK NOTE (1.1%) Bank of America Corp. 7.875%, due 5/16/05 (c) $ 3,515,000 $ 3,588,492 ------------ COMMERCIAL PAPER (44.0%) Abbey National North America 2.20%, due 1/3/05 5,000,000 4,999,389 ABN-AMRO North America Finance, Inc. 1.91%, due 1/21/05 2,900,000 2,896,923 2.32%, due 3/3/05 4,250,000 4,233,293 American Express Credit Corp. 1.90%, due 1/3/05 7,000,000 6,999,261 ANZ (DE), Inc. 2.07%, due 2/14/05 3,900,000 3,890,133 2.43%, due 4/7/05 2,825,000 2,806,694 Barclays U.S. Funding Corp. 2.10%, due 2/3/05 3,000,000 2,994,225 2.35%, due 2/15/05 2,700,000 2,692,069 BellSouth Corp. 2.05%, due 2/8/05 (a) 3,425,000 3,417,589 BP Amoco Capital PLC 2.50%, due 1/4/05 5,250,000 5,249,016 Dexia Delaware LLC 2.18%, due 1/27/05 1,150,000 1,148,189 2.37%, due 2/14/05 2,575,000 2,567,541 General Electric Capital Corp. 2.01%, due 3/21/05 2,450,000 2,439,193 2.04%, due 1/24/05 3,000,000 2,996,090 Harvard University 1.85%, due 2/10/05 3,200,000 3,193,422 2.10%, due 1/3/05 4,500,000 4,499,475 HBOS Treasury Services 2.42%, due 3/18/05 2,575,000 2,561,845 ING U.S. Funding LLC 2.44%, due 3/21/05 3,000,000 2,983,937 2.45%, due 5/2/05 975,000 966,971 International Business Machines Corp. 2.17%, due 1/27/05 1,225,000 1,223,080 KFW International Finance, Inc. 1.98%, due 3/9/05 (a) 2,825,000 2,814,590 2.42%, due 5/11/05 (a) 3,700,000 3,667,666 2.58%, due 7/15/05 (a) 3,225,000 3,179,931 Lloyds Bank PLC 1.97%, due 3/17/05 3,000,000 2,987,625 2.05%, due 3/10/05 3,000,000 2,988,383 Nestle Capital Corp. 1.95%, due 1/18/05 (a) 3,100,000 3,097,145 Pfizer, Inc. 2.36%, due 4/4/05 (a) 3,000,000 2,981,710 </Table> <Table> <Caption> PRINCIPAL AMORTIZED AMOUNT COST COMMERCIAL PAPER (CONTINUED) Prudential Funding LLC 1.80%, due 2/4/05 $ 4,000,000 $ 3,993,200 Rabobank USA Financial Corp. 2.098%, due 4/12/05 3,000,000 2,982,241 2.17%, due 1/3/05 9,000,000 8,998,915 2.34%, due 3/18/05 1,950,000 1,940,366 Santander Hispano Finance Delaware Inc. 2.10%, due 3/24/05 3,000,000 2,985,650 SBC Communications, Inc. 2.06%, due 1/19/05 (a) 4,000,000 3,995,880 Shell Finance (UK) PLC 2.00%, due 1/28/05 4,000,000 3,994,000 Societe Generale N.A., Inc. 2.00%, due 1/27/05 2,575,000 2,571,281 2.61%, due 6/20/05 2,000,000 1,975,350 Svenska Handelsbanken AB 1.97%, due 1/31/05 3,000,000 2,995,075 UBS Finance Delaware LLC 2.20%, due 1/3/05 9,000,000 8,998,900 2.345%, due 1/3/05 3,950,000 3,949,485 ------------ 135,855,728 ------------ CORPORATE BOND (1.3%) Metropolitan Life Insurance Co. Series EXL 2.4575%, due 4/28/08 (a)(b)(c) 4,000,000 4,000,000 ------------ MEDIUM-TERM NOTES (7.3%) American Express Credit Corp. Series B 2.3813%, due 3/5/08 (b)(c) 4,000,000 4,000,000 Series B 2.43%, due 9/30/05 (b)(c) 3,500,000 3,501,012 Bank One Corp. Series C 2.30%, 7/25/05 (b)(c) 3,000,000 3,004,225 Household Finance Corp. 2.41%, due 8/18/05 (b)(c) 4,000,000 4,003,225 J.P. Morgan Chase & Co. Series C 2.61%, due 2/24/05 (b)(c) 4,000,000 4,001,622 Morgan Stanley Series C 2.5225%, due 8/15/05 (b)(c) 4,000,000 4,003,700 ------------ 22,513,784 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. </Table> M- 108 MainStay VP Cash Management Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMORTIZED AMOUNT COST SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------ U.S. GOVERNMENT & FEDERAL AGENCIES (57.3%) Federal Home Loan Banks 1.36%, due 4/1/05 (b)(c) $ 3,000,000 $ 2,999,856 1.60%, due 3/1/05 (b)(c) 3,000,000 3,000,000 1.91%, due 10/5/05 (b)(c) 6,000,000 5,996,409 4.63%, due 4/15/05 (c) 3,000,000 3,020,883 Federal Home Loan Banks (Discount Notes) 1.92%, due 1/7/05 2,250,000 2,249,280 1.925%, due 3/11/05 4,100,000 4,084,873 1.94%, due 3/18/05 3,500,000 3,485,665 1.95%, due 1/14/05 900,000 899,366 1.975%, due 1/21/04 3,940,000 3,935,677 2.355%, due 3/11/05 3,000,000 2,986,459 Federal National Mortgage Association (Discount Notes) 1.765%, due 1/12/05 3,100,000 3,098,328 1.80%, due 1/7/05-2/2/05 8,000,000 7,992,400 1.82%, due 1/25/05 4,000,000 3,995,147 1.87%, due 2/7/05 4,125,000 4,117,072 1.98%, due 2/22/05 1,600,000 1,595,424 2.00%, due 1/26/05 3,000,000 2,995,833 2.03%, due 3/9/05 5,465,000 5,444,353 2.12%, due 3/3/05 2,150,000 2,142,277 2.24%, due 3/15/05 4,175,000 4,156,036 2.33%, due 2/16/05 3,275,000 3,265,250 2.46%, due 5/25/05 3,000,000 2,970,480 2.48%, due 4/27/05 2,500,000 2,480,022 2.54%, due 5/18/05-6/1/05 6,100,000 6,038,962 2.64%, due 6/22/05 3,650,000 3,603,961 Freddie Mac (Discount Notes) 1.81%, due 1/11/05 1,300,000 1,299,343 1.82%, due 1/11/05 3,000,000 2,998,492 1.84%, due 1/10/05 2,800,000 2,798,712 1.99%, due 2/14/05 3,000,000 2,992,703 </Table> <Table> <Caption> PRINCIPAL AMORTIZED AMOUNT COST U.S. GOVERNMENT & FEDERAL AGENCIES (CONTINUED) Freddie Mac (Discount Notes) (continued) 2.00%, due 2/1/05-2/22/05 $ 8,775,000 $ 8,754,316 2.02%, due 3/7/05 3,000,000 2,989,058 2.05%, due 3/8/05-3/22/05 6,225,000 6,199,033 2.06%, due 3/14/05 2,575,000 2,564,391 2.07%, due 3/29/05 2,870,000 2,855,643 2.11%, due 3/22/05 4,100,000 4,080,776 2.17%, due 4/5/05 1,500,000 1,491,501 2.27%, due 3/28/05 2,550,000 2,536,172 2.33%, due 2/23/05 4,100,000 4,085,936 2.38%, due 4/5/05 3,925,000 3,900,608 2.40%, due 4/14/05 2,474,000 2,457,012 2.41%, due 5/3/05 2,600,000 2,578,765 2.44%, due 5/9/05-5/10/05 10,600,000 10,507,593 2.475%, due 5/2/05 3,000,000 2,975,044 2.505%, due 5/24/05 3,250,000 3,217,661 2.63%, due 6/21/05 2,750,000 2,715,646 United States Treasury Notes 1.50%, due 2/28/05 (c) 8,400,000 8,395,732 1.625%, due 3/31/05 (c) 7,800,000 7,793,728 ------------ 176,741,878 ------------ Total Short-Term Investments (Amortized Cost $342,699,882) (d) 111.0% 342,699,882 Liabilities in Excess of Cash and Other Assets (11.0) (34,040,326) ----------- ------------ Net Assets 100.0% $308,659,556 =========== ============ </Table> <Table> (a) May be sold to institutional investors only. (b) Floating rate. Rate shown is the rate in effect at December 31, 2004. (c) Coupon interest bearing security. (d) The cost stated also represents the aggregate cost for federal income tax purposes. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 109 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) The table below sets forth the diversification of the Cash Management Portfolio investments by industry. <Table> <Caption> AMORTIZED COST PERCENT+ INDUSTRY Banks $ 81,981,710 26.5% Computer Systems 1,223,080 0.4 Consumer Financial Services 4,003,225 1.3 Diversified Financial Services 5,435,283 1.7 Education 7,692,897 2.5 Finance 18,503,972 6.0 Health Care -- Medical Products 2,981,710 1.0 Insurance 7,993,200 2.6 Investment Bank/Brokerage 4,001,623 1.3 Oil -- Integrated Domestic 3,994,000 1.3 Special Purpose Finance 20,733,835 6.7 Telecommunication Services 3,995,880 1.3 Telephone 3,417,589 1.1 U.S. Government & Federal Agencies# 176,741,878 57.3 ------------ -------- Total Investments 342,699,882 111.0 Liabilities in Excess of Cash and Other Assets (34,040,326) (11.0) ------------ -------- Net Assets $308,659,556 100.0% ============ ======== </Table> <Table> + Percentages indicated are based on Portfolio net assets. # The Portfolio will invest more than 25% of the market value of its total assets in the securities of banks and bank holding companies, including certificates of deposit and bankers' acceptances. </Table> M- 110 MainStay VP Cash Management Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (amortized cost $342,699,882) $342,699,882 Cash 30,856 Receivables: Interest 235,614 Fund shares sold 224,056 Other assets 932 ------------ Total assets 343,191,340 ------------ LIABILITIES: Payables: Fund shares redeemed 34,289,433 Adviser 64,248 Administrator 51,399 Shareholder communication 49,198 Custodian 5,312 Accrued expenses 35,477 Dividend payable 36,717 ------------ Total liabilities 34,531,784 ------------ Net assets $308,659,556 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 700 million shares authorized $ 3,086,666 Additional paid-in capital 305,574,167 Accumulated net realized loss on investments (1,277) ------------ Net assets applicable to outstanding shares $308,659,556 ============ Shares of capital stock outstanding 308,666,641 ============ Net asset value per share outstanding $ 1.00 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 111 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $4,907,419 ---------- EXPENSES: Advisory 889,971 Administration 711,976 Shareholder communication 198,976 Professional 58,292 Custodian 33,853 Directors 25,587 Portfolio pricing 2,576 Miscellaneous 24,344 ---------- Total expenses 1,945,575 Reimbursement of advisory fee (399) ---------- Net expenses 1,945,176 ---------- Net investment income 2,962,243 ---------- REALIZED LOSS ON INVESTMENTS: Net realized loss on investments (1,277) ---------- Net increase in net assets resulting from operations $2,960,966 ========== </Table> M- 112 MainStay VP Cash Management Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 DECREASE IN NET ASSETS: Operations: Net investment income $ 2,962,243 $ 3,014,546 Net realized gain (loss) on investments (1,277) 5,686 ------------------------------- Net increase in net assets resulting from operations 2,960,966 3,020,232 ------------------------------- Dividends and distributions to shareholders: From net investment income (2,962,243) (3,014,546) From net realized gain on investments (4,788) (27,721) ------------------------------- Total dividends and distributions to shareholders (2,967,031) (3,042,267) ------------------------------- Capital share transactions: Net proceeds from sale of shares 567,122,376 939,340,790 Net asset value of shares issued to shareholders in reinvestment of dividends and distributions 2,967,031 3,042,267 ------------------------------- 570,089,407 942,383,057 Cost of shares redeemed (621,398,239) (1,100,734,862) ------------------------------- Decrease in net assets derived from capital share transactions (51,308,832) (158,351,805) ------------------------------- Net decrease in net assets (51,314,897) (158,373,840) NET ASSETS: Beginning of year 359,974,453 518,348,293 ------------------------------- End of year $ 308,659,556 $ 359,974,453 =============================== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 113 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> YEAR ENDED DECEMBER 31, 2004 2003 2002 2001 2000 Net asset value at beginning of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 -------- -------- -------- -------- -------- Net investment income 0.01 0.01 0.01 0.04 0.06 Net realized and unrealized gain on investments 0.00(a) 0.00(a) 0.00(a) 0.00(a) -- -------- -------- -------- -------- -------- Total from investment operations 0.01 0.01 0.01 0.04 0.06 -------- -------- -------- -------- -------- Less dividends and distributions: From net investment income (0.01) (0.01) (0.01) (0.04) (0.06) From net realized gain on investments (0.00)(a) (0.00)(a) (0.00)(a) (0.00)(a) -- -------- -------- -------- -------- -------- Total dividends and distributions (0.01) (0.01) (0.01) (0.04) (0.06) -------- -------- -------- -------- -------- Net asset value at end of year $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ======== ======== ======== ======== ======== Total investment return 0.85% 0.67% 1.36% 3.84% 6.06% Ratios (to average net assets)/Supplemental Data: Net investment income 0.83% 0.67% 1.33% 3.57% 5.87% Expenses 0.55% 0.55% 0.55% 0.54% 0.52% Net assets at end of year (in 000's) $308,660 $359,974 $518,348 $481,171 $305,915 </Table> <Table> (a) Less than one cent per share. </Table> M- 114 MainStay VP Cash Management Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (99.3%)+ - -------------------------------------------------------------------------------- AEROSPACE & DEFENSE (2.2%) Boeing Co. (The) 181,882 $ 9,416,031 General Dynamics Corp. 20,340 2,127,564 Honeywell International, Inc. 32,578 1,153,587 Lockheed Martin Corp. 15,705 872,413 Northrop Grumman Corp. 43,309 2,354,277 Precision Castparts Corp. 9,264 608,460 Raytheon Co. 119,145 4,626,400 ------------ 21,158,732 ------------ AIR FREIGHT & LOGISTICS (0.6%) C.H. Robinson Worldwide, Inc. 1,786 99,159 CNF, Inc. 6,398 320,540 FedEx Corp. 25,070 2,469,144 J.B. Hunt Transport Services, Inc. 10,142 454,869 Ryder System, Inc. 16,509 788,635 United Parcel Service, Inc. Class B 20,086 1,716,549 ------------ 5,848,896 ------------ AIRLINES (0.0%) (B) AirTran Holdings, Inc. (a) 26,580 284,406 Alaska Air Group, Inc. (a) 3,395 113,699 Delta Air Lines, Inc. (a) 1 7 ------------ 398,112 ------------ AUTO COMPONENTS (0.4%) BorgWarner, Inc. 9,539 516,728 Dana Corp. 29,919 518,496 Delphi Corp. 68,549 618,312 Goodyear Tire & Rubber Co. (The) (a) 7,373 108,088 Johnson Controls, Inc. 22,030 1,397,583 Lear Corp. 2,944 179,614 Visteon Corp. 33,438 326,689 ------------ 3,665,510 ------------ AUTOMOBILES (1.0%) Ford Motor Co. 473,164 6,927,121 General Motors Corp. 57,794 2,315,228 ------------ 9,242,349 ------------ BEVERAGES (1.1%) Adolph Coors Co. Class B 9,605 726,810 Coca-Cola Co. (The) 63,828 2,657,160 Coca-Cola Enterprises, Inc. 132,131 2,754,931 Constellation Brands, Inc. Class A (a) 6,567 305,431 Pepsi Bottling Group, Inc. (The) 78,809 2,130,995 PepsiAmericas, Inc. 23,732 504,068 PepsiCo, Inc. 27,095 1,414,359 ------------ 10,493,754 ------------ BIOTECHNOLOGY (1.6%) Amgen, Inc. (a) 122,025 7,827,904 Biogen Idec, Inc. (a) 58,777 3,915,136 Cephalon, Inc. (a) 5,726 291,339 </Table> <Table> <Caption> SHARES VALUE BIOTECHNOLOGY (CONTINUED) Chiron Corp. (a) 35,461 $ 1,181,915 Gilead Sciences, Inc. (a) 18,946 662,921 Millennium Pharmaceuticals, Inc. (a) 94,626 1,146,867 Vertex Pharmaceuticals, Inc. (a) 3,404 35,980 ------------ 15,062,062 ------------ BUILDING PRODUCTS (0.5%) Masco Corp. 112,680 4,116,201 York International Corp. 12,810 442,457 ------------ 4,558,658 ------------ CAPITAL MARKETS (1.9%) A.G. Edwards, Inc. 5,862 253,297 Bank of New York Co., Inc. (The) 201,273 6,726,544 Bear Stearns Cos., Inc. (The) 4,366 446,685 E*TRADE Financial Corp. (a) 95,625 1,429,594 Eaton Vance Corp. 2,795 145,759 Franklin Resources, Inc. 21,236 1,479,087 Janus Capital Group, Inc. 51,551 866,572 LaBranche & Co., Inc. (a) 2,596 23,260 Legg Mason, Inc. 18,868 1,382,270 Merrill Lynch & Co., Inc. 79,858 4,773,113 Raymond James Financial, Inc. 6,458 200,069 SEI Investments Co. 4,350 182,396 T. Rowe Price Group, Inc. 5,450 338,990 ------------ 18,247,636 ------------ CHEMICALS (1.7%) Albemarle Corp. 1,770 68,517 Cabot Corp. 5,412 209,336 Crompton Corp. 7,162 84,512 Cytec Industries, Inc. 1,652 84,946 Dow Chemical Co. (The) 144,009 7,129,885 E.I. du Pont de Nemours & Co. 66,961 3,284,437 Eastman Chemical Co. 9,527 549,994 Engelhard Corp. 5,519 169,268 Ferro Corp. 12,960 300,542 FMC Corp. (a) 6,316 305,063 Lyondell Chemical Co. 12,425 359,331 Monsanto Co. 33,006 1,833,483 PPG Industries, Inc. 20,225 1,378,536 Praxair, Inc. 14,013 618,674 ------------ 16,376,524 ------------ COMMERCIAL BANKS (5.4%) Bank of America Corp. 284,342 13,361,231 BB&T Corp. 102,404 4,306,088 Comerica, Inc. 7,306 445,812 Fifth Third Bancorp 33,900 1,602,792 First Horizon National Corp. 14,498 625,009 </Table> <Table> + Percentages indicated are based on Portfolio net assets. V AMONG THE PORTFOLIO'S 10 LARGEST HOLDINGS, EXCLUDING SHORT-TERM INVESTMENTS. MAY BE SUBJECT TO CHANGE DAILY. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 115 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- COMMERCIAL BANKS (CONTINUED) First National Bankshares of Florida 140,808 $ 3,365,311 Hibernia Corp. Class A 33,600 991,536 Huntington Bancshares, Inc. 9,576 237,293 National City Corp. 171,370 6,434,944 Regions Financial Corp. 18,149 645,923 SunTrust Banks, Inc. 55,308 4,086,155 TCF Financial Corp. 12,452 400,207 U.S. Bancorp 116,410 3,645,961 Unizan Financial Corp. 26,607 701,094 Wachovia Corp. 6,373 335,220 Wells Fargo & Co. 167,591 10,415,781 Wilmington Trust Corp. 2,865 103,570 ------------ 51,703,927 ------------ COMMERCIAL SERVICES & SUPPLIES (1.3%) Allied Waste Industries, Inc. (a) 99,519 923,536 Apollo Group, Inc. Class A (a) 419 33,817 Brink's Co. (The) 14,811 585,331 Career Education Corp. (a) 29,138 1,165,520 Cendant Corp. 277,202 6,480,983 H&R Block, Inc. 11,289 553,161 Korn/Ferry International (a) 792 16,434 Pitney Bowes, Inc. 20,156 932,820 Sotheby's Holdings, Inc. Class A (a) 1,310 23,790 United Rentals, Inc. (a) 19,896 376,034 Waste Management, Inc. 42,783 1,280,923 ------------ 12,372,349 ------------ COMMUNICATIONS EQUIPMENT (4.0%) 3Com Corp. (a) 117,352 489,358 ADTRAN, Inc. 23,620 452,087 Andrew Corp. (a) 48,149 656,271 VCisco Systems, Inc. (a) 755,532 14,581,768 CommScope, Inc. (a) 6,816 128,822 Comverse Technology, Inc. (a) 656 16,039 Corning, Inc. (a) 64,841 763,179 Harris Corp. 14,232 879,395 JDS Uniphase Corp. (a) 366,276 1,161,095 Lucent Technologies, Inc. (a) 316,994 1,191,897 Motorola, Inc. 532,196 9,153,771 QUALCOMM, Inc. 195,205 8,276,692 Tellabs, Inc. (a) 30,027 257,932 ------------ 38,008,306 ------------ COMPUTERS & PERIPHERALS (3.9%) Apple Computer, Inc. (a) 66,861 4,305,848 Dell, Inc. (a) 53,790 2,266,711 Hewlett-Packard Co. 289,498 6,070,773 Imation Corp. 10,519 334,820 </Table> <Table> <Caption> SHARES VALUE COMPUTERS & PERIPHERALS (CONTINUED) VInternational Business Machines Corp. 203,120 $ 20,023,570 Lexmark International, Inc. Class A (a) 736 62,560 NCR Corp. (a) 8,156 564,640 Network Appliance, Inc. (a) 2,665 88,531 Storage Technology Corp. (a) 28,637 905,215 Sun Microsystems, Inc. (a) 502,027 2,700,905 ------------ 37,323,573 ------------ CONSTRUCTION & ENGINEERING (0.0%) (B) Granite Construction, Inc. 1,742 46,337 Quanta Services, Inc. (a) 5,020 40,160 ------------ 86,497 ------------ CONSTRUCTION MATERIALS (0.1%) Martin Marietta Materials, Inc. 2,363 126,799 Vulcan Materials Co. 13,210 721,398 ------------ 848,197 ------------ CONSUMER FINANCE (1.2%) American Express Co. 34,880 1,966,186 AmeriCredit Corp. (a) 14,923 364,867 Capital One Financial Corp. 62,225 5,239,967 MBNA Corp. 107,357 3,026,394 Providian Financial Corp. (a) 74,599 1,228,646 ------------ 11,826,060 ------------ CONTAINERS & PACKAGING (0.3%) Ball Corp. 29,083 1,279,070 Longview Fibre Co. 11,063 200,683 Pactiv Corp. (a) 13,108 331,501 Sealed Air Corp. (a) 10,927 582,081 Sonoco Products Co. 4,364 129,393 Temple-Inland, Inc. 9,511 650,553 ------------ 3,173,281 ------------ DISTRIBUTORS (0.0%) (B) Genuine Parts Co. 7,477 329,437 ------------ DIVERSIFIED FINANCIAL SERVICES (2.6%) CIT Group, Inc. 9,253 423,973 VCitigroup, Inc. 305,334 14,710,992 GATX Corp. 12,906 381,501 JPMorgan Chase & Co. 175,674 6,853,043 Principal Financial Group, Inc. 54,185 2,218,334 ------------ 24,587,843 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (4.2%) ALLTEL Corp. 17,269 1,014,727 AT&T Corp. 205,419 3,915,286 BellSouth Corp. 121,103 3,365,452 CenturyTel, Inc. 23,692 840,355 Cincinnati Bell, Inc. (a) 31,839 132,132 Citizens Communications Co. 54,974 758,091 </Table> M- 116 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- DIVERSIFIED TELECOMMUNICATION SERVICES (CONTINUED) Qwest Communications International, Inc. (a) 404,184 $ 1,794,577 SBC Communications, Inc. 403,682 10,402,885 Sprint Corp. 93,021 2,311,572 VVerizon Communications, Inc 375,302 15,203,484 ------------ 39,738,561 ------------ ELECTRIC UTILITIES (2.3%) Allegheny Energy, Inc. (a) 34,192 673,924 Alliant Energy Corp. 4,885 139,711 American Electric Power Co., Inc. 84,702 2,908,667 CenterPoint Energy, Inc. 53,354 602,900 DPL, Inc. 5,224 131,175 DTE Energy Co. 7,425 320,240 Duquesne Light Holdings, Inc. 9,964 187,821 Edison International 83,489 2,674,153 FirstEnergy Corp. 10,014 395,653 FPL Group, Inc. 16,195 1,210,576 Great Plains Energy, Inc. 3,041 92,082 IDACORP, Inc. 10,035 306,770 Northeast Utilities 33,099 623,916 Pinnacle West Capital Corp. 23,529 1,044,923 PNM Resources, Inc. 13,133 332,134 PPL Corp. 23,650 1,260,072 Progress Energy, Inc. 10,479 474,070 Public Service Enterprise Group, Inc. 112,756 5,837,378 TXU Corp. 35,138 2,268,509 Xcel Energy, Inc. 51,221 932,222 ------------ 22,416,896 ------------ ELECTRICAL EQUIPMENT (0.5%) AMETEK, Inc. 1,456 51,936 Cooper Industries, Ltd. Class A 4,042 274,411 Emerson Electric Co. 36,633 2,567,973 Hubbell, Inc. Class A 2,700 130,572 Hubbell, Inc. Class B 1,317 68,879 Power-One, Inc. (a) 25,701 229,253 Rockwell Automation, Inc. 15,455 765,795 Thomas & Betts Corp. (a) 15,236 468,507 ------------ 4,557,326 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (0.9%) Avnet, Inc. (a) 37,268 679,768 Jabil Circuit, Inc. (a) 46,422 1,187,475 KEMET Corp. (a) 26,758 239,484 Molex, Inc. 44,109 1,323,270 National Instruments Corp. 24,479 667,053 PerkinElmer, Inc. 33,015 742,507 Plexus Corp. (a) 13,358 173,787 Sanmina-SCI Corp. (a) 140,602 1,190,899 Tech Data Corp. (a) 4,989 226,501 </Table> <Table> <Caption> SHARES VALUE ELECTRONIC EQUIPMENT & INSTRUMENTS (CONTINUED) Tektronix, Inc. 1,036 $ 31,297 Thermo Electron Corp. (a) 18,882 570,048 Varian, Inc. (a) 2,986 122,456 Vishay Intertechnology, Inc. (a) 47,850 718,707 Waters Corp. (a) 10,405 486,850 ------------ 8,360,102 ------------ ENERGY EQUIPMENT & SERVICES (0.2%) Grant Prideco, Inc. (a) 5,204 104,340 Halliburton Co. 37,931 1,488,412 Transocean, Inc. (a) 7,002 296,815 ------------ 1,889,567 ------------ FOOD & STAPLES RETAILING (2.9%) Albertson's, Inc. 63,692 1,520,965 BJ's Wholesale Club, Inc. (a) 9,034 263,160 Costco Wholesale Corp. 99,068 4,795,882 Kroger Co. (The) (a) 190,422 3,340,002 Ruddick Corp. 4,055 87,953 Safeway, Inc. (a) 114,760 2,265,362 SUPERVALU, Inc. 35,081 1,210,996 Wal-Mart Stores, Inc. 257,875 13,620,958 Whole Foods Market, Inc. 2,758 262,975 Winn-Dixie Stores, Inc. 6,422 29,220 ------------ 27,397,473 ------------ FOOD PRODUCTS (1.0%) Archer-Daniels-Midland Co. 53,463 1,192,759 ConAgra Foods, Inc. 21,419 630,790 Hershey Foods Corp. 10,668 592,501 J.M. Smucker Co. (The) 18,074 850,743 Kellogg Co. 18,247 814,911 Sara Lee Corp. 170,635 4,119,129 Sensient Technologies Corp. 970 23,270 Tyson Foods, Inc. Class A 91,148 1,677,123 ------------ 9,901,226 ------------ GAS UTILITIES (0.4%) KeySpan Corp. 34,503 1,361,143 Nicor, Inc. 11,267 416,203 NiSource, Inc. 34,200 779,076 Peoples Energy Corp. 1,608 70,672 Sempra Energy 29,093 1,067,131 WGL Holdings, Inc. 4,189 129,189 ------------ 3,823,414 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (1.0%) Applera Corp. -- Applied Biosystems Group 30,843 644,927 Bausch & Lomb, Inc. 7,546 486,415 Baxter International, Inc. 7,515 259,568 Becton, Dickinson & Co. 64,535 3,665,588 Biomet, Inc. 5,215 226,279 Boston Scientific Corp. (a) 32,481 1,154,699 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 117 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- HEALTH CARE EQUIPMENT & SUPPLIES (CONTINUED) C.R. Bard, Inc. 5,464 $ 349,587 Cytyc Corp. (a) 4,660 128,476 DENTSPLY International, Inc. 13,866 779,269 Edwards Lifesciences Corp. (a) 1,220 50,337 Fisher Scientific International, Inc. (a) 4,153 259,064 Hillenbrand Industries, Inc. 19,172 1,064,813 Millipore Corp. (a) 2,207 109,931 STERIS Corp. (a) 21,486 509,648 Varian Medical Systems, Inc. (a) 5,803 250,922 ------------ 9,939,523 ------------ HEALTH CARE PROVIDERS & SERVICES (3.0%) Aetna, Inc. 19,163 2,390,584 AmerisourceBergen Corp. 28,862 1,693,622 Apria Healthcare Group, Inc. (a) 8,196 270,058 Cardinal Health, Inc. 92,132 5,357,476 Caremark Rx, Inc. (a) 73,873 2,912,813 CIGNA Corp. 17,156 1,399,415 Covance, Inc. (a) 10,825 419,469 Coventry Health Care, Inc. (a) 7,802 414,130 First Health Group Corp. (a) 11,947 223,528 HCA, Inc. 56,497 2,257,620 Humana, Inc. (a) 3,304 98,096 Laboratory Corp. of America Holdings (a) 1,822 90,772 Lincare Holdings, Inc. (a) 9,980 425,647 Manor Care, Inc. 7,490 265,371 McKesson Corp. 102,550 3,226,223 PacifiCare Health Systems, Inc. (a) 5,504 311,086 Tenet Healthcare Corp. (a) 79,645 874,502 Triad Hospitals, Inc. (a) 19,663 731,660 UnitedHealth Group, Inc. 47,608 4,190,932 Universal Health Services, Inc. Class B 5,056 224,992 WellPoint, Inc. (a) 5,754 661,710 ------------ 28,439,706 ------------ HOTELS, RESTAURANTS & LEISURE (2.0%) Bob Evans Farms, Inc. 10,919 285,423 Brinker International, Inc. (a) 11,845 415,404 Caesars Entertainment, Inc. (a) 79,965 1,610,495 Carnival Corp. 19,713 1,136,060 CBRL Group, Inc. 4,264 178,449 Darden Restaurants, Inc. 13,591 377,014 GTECH Holdings Corp. 10,299 267,259 Harrah's Entertainment, Inc. 9,839 658,131 Hilton Hotels Corp. 17,553 399,155 International Game Technology 34,409 1,182,982 Krispy Kreme Doughnuts, Inc. (a) 2,588 32,609 Mandalay Resort Group 15,646 1,101,948 </Table> <Table> <Caption> SHARES VALUE HOTELS, RESTAURANTS & LEISURE (CONTINUED) Marriott International, Inc. Class A 9,437 $ 594,342 McDonald's Corp. 204,970 6,571,338 Ruby Tuesday, Inc. 20,085 523,817 Six Flags, Inc. (a) 16,268 87,359 Starbucks Corp. (a) 24,956 1,556,256 Starwood Hotels & Resorts Worldwide, Inc. 21,773 1,271,543 Yum! Brands, Inc. 17,568 828,858 ------------ 19,078,442 ------------ HOUSEHOLD DURABLES (0.8%) American Greetings Corp. Class A 17,686 448,340 Black & Decker Corp. (The) 10,060 888,600 Blyth, Inc. 12,650 373,934 Furniture Brands International, Inc. 16,840 421,842 Harman International Industries, Inc. 14,266 1,811,782 Leggett & Platt, Inc. 8,188 232,785 Maytag Corp. 20,285 428,013 Newell Rubbermaid, Inc. 69,785 1,688,099 Snap-on, Inc. 2,580 88,649 Stanley Works (The) 10,642 521,352 Whirlpool Corp. 17,139 1,186,190 ------------ 8,089,586 ------------ HOUSEHOLD PRODUCTS (1.1%) Energizer Holdings, Inc. (a) 13,771 684,281 Kimberly-Clark Corp. 57,912 3,811,189 Procter & Gamble Co. (The) 108,901 5,998,267 ------------ 10,493,737 ------------ INDUSTRIAL CONGLOMERATES (4.0%) 3M Co. 10,259 841,956 VGeneral Electric Co 791,370 28,885,005 Textron, Inc. 35,650 2,630,970 Tyco International Ltd. 160,175 5,724,655 ------------ 38,082,586 ------------ INSURANCE (7.7%) ACE, Ltd. 73,342 3,135,371 AFLAC, Inc. 131,423 5,235,892 Allstate Corp. (The) 30,395 1,572,029 Ambac Financial Group, Inc. 2,480 203,682 American Financial Group, Inc. 6,406 200,572 VAmerican International Group, Inc. 298,630 19,611,032 AmerUs Group Co. 8,404 380,701 Aon Corp. 54,487 1,300,060 Arthur J. Gallagher & Co. 3,938 127,985 Chubb Corp. (The) 49,239 3,786,479 Cincinnati Financial Corp. 7,468 330,534 Everest Re Group Ltd. 12,027 1,077,138 Fidelity National Financial, Inc. 7,605 347,320 First American Corp. 11,564 406,359 </Table> M- 118 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- INSURANCE (CONTINUED) Hartford Financial Services Group, Inc. (The) 57,003 $ 3,950,878 HCC Insurance Holdings, Inc. 16,839 557,708 Horace Mann Educators Corp. 7,450 142,146 Lincoln National Corp. 7,641 356,682 Loews Corp. 33,264 2,338,459 Marsh & McLennan Cos., Inc. 92,588 3,046,145 MetLife, Inc. 192,610 7,802,631 Ohio Casualty Corp. (a) 15,824 367,275 Old Republic International Corp. 7,787 197,011 Progressive Corp. (The) 27,282 2,314,605 Protective Life Corp. 14,910 636,508 Prudential Financial, Inc. 67,765 3,724,364 SAFECO Corp. 32,140 1,678,994 St. Paul Travelers Cos., Inc. (The) 144,351 5,351,092 StanCorp Financial Group, Inc. 2,493 205,673 UnumProvident Corp. 37,267 668,570 W. R. Berkley Corp. 14,455 681,842 XL Capital Ltd. Class A 23,679 1,838,674 ------------ 73,574,411 ------------ INTERNET & CATALOG RETAIL (0.1%) eBay, Inc. (a) 5,607 651,982 ------------ INTERNET SOFTWARE & SERVICES (0.0%) (B) Retek, Inc. (a) 17,320 106,518 Yahoo!, Inc. (a) 6,746 254,189 ------------ 360,707 ------------ IT SERVICES (0.8%) Acxiom Corp. 22,196 583,755 Alliance Data Systems Corp. (a) 3,364 159,723 CheckFree Corp. (a) 3,550 135,184 Computer Sciences Corp. (a) 15,765 888,673 CSG Systems International, Inc. (a) 6,800 127,160 Electronic Data Systems Corp. 116,187 2,683,920 First Data Corp. 9,479 403,236 Sabre Holdings Corp. Class A 42,841 949,356 Titan Corp. (The) (a) 26,199 424,424 Unisys Corp. (a) 106,622 1,085,412 ------------ 7,440,843 ------------ LEISURE EQUIPMENT & PRODUCTS (0.4%) Brunswick Corp. 8,054 398,673 Eastman Kodak Co. 64,786 2,089,348 Hasbro, Inc. 55,160 1,069,001 ------------ 3,557,022 ------------ MACHINERY (0.8%) Crane Co. 18,264 526,734 Cummins, Inc. 5,561 465,956 Deere & Co. 10,700 796,080 </Table> <Table> <Caption> SHARES VALUE MACHINERY (CONTINUED) Eaton Corp. 8,853 $ 640,603 Federal Signal Corp. 14,885 262,869 Flowserve Corp. (a) 3,426 94,352 Graco, Inc. 15,059 562,454 Harsco Corp. 2,655 147,990 Nordson Corp. 3,085 123,616 PACCAR, Inc. 17,047 1,371,943 Parker-Hannifin Corp. 15,334 1,161,397 Pentair, Inc. 10,595 461,518 SPX Corp. 23,723 950,343 Tecumseh Products Co. Class A 4,763 227,671 ------------ 7,793,526 ------------ MARINE (0.0%) (B) Alexander & Baldwin, Inc. 1,789 75,889 ------------ MEDIA (2.4%) Catalina Marketing Corp. 4,378 129,720 Clear Channel Communications, Inc. 34,922 1,169,538 Comcast Corp. Class A (a) 32,651 1,086,625 Emmis Communications Corp. Class A (a) 15,970 306,464 Entercom Communications Corp. (a) 15,164 544,236 McGraw-Hill Cos., Inc. (The) 7,374 675,016 Media General, Inc. Class A 1,024 66,365 Reader's Digest Association, Inc. (The) 17,024 236,804 Scholastic Corp. (a) 826 30,529 Time Warner, Inc. (a) 320,673 6,233,883 Tribune Co. 27,633 1,164,455 Univision Communications, Inc. Class A (a) 40,811 1,194,538 Viacom, Inc. Class B 53,092 1,932,018 Walt Disney Co. (The) 277,689 7,719,754 ------------ 22,489,945 ------------ METALS & MINING (0.6%) Allegheny Technologies, Inc. 4,150 89,931 Nucor Corp. 19,924 1,042,822 Peabody Energy Corp. 13,752 1,112,674 Phelps Dodge Corp. 19,942 1,972,663 Steel Dynamics, Inc. 2,086 79,018 United States Steel Corp. 29,117 1,492,246 ------------ 5,789,354 ------------ MULTILINE RETAIL (1.6%) Dillard's, Inc. Class A 10,464 281,168 Dollar Tree Stores, Inc. (a) 4,853 139,184 Federated Department Stores, Inc. 45,615 2,636,091 J.C. Penney Co., Inc. Holding Co. 61,723 2,555,332 May Department Stores Co. 25,347 745,202 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 119 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- MULTILINE RETAIL (CONTINUED) Nordstrom, Inc. 4,866 $ 227,388 Saks, Inc. 18,371 266,563 Sears, Roebuck & Co. 13,683 698,244 Target Corp. 147,298 7,649,185 ------------ 15,198,357 ------------ MULTI-UTILITIES & UNREGULATED POWER (1.0%) AES Corp. (The) (a) 80,566 1,101,337 Calpine Corp. (a) 158,919 626,141 Duke Energy Corp. 200,942 5,089,861 Dynegy, Inc. Class A (a) 40,231 185,867 El Paso Corp. 54,695 568,828 National Fuel Gas Co. 6,971 197,558 ONEOK, Inc. 17,629 501,016 Questar Corp. 10,893 555,108 Sierra Pacific Resources (a) 30,226 317,373 Williams Cos., Inc. (The) 47,245 769,621 ------------ 9,912,710 ------------ OFFICE ELECTRONICS (0.4%) Xerox Corp. (a) 222,382 3,782,718 ------------ OIL & GAS (7.8%) Amerada Hess Corp. 7,848 646,518 Anadarko Petroleum Corp. 42,704 2,767,646 Apache Corp. 8,147 411,994 Ashland, Inc. 9,209 537,621 Burlington Resources, Inc. 100,991 4,393,108 ChevronTexaco Corp. 209,473 10,999,427 ConocoPhillips 104,364 9,061,926 Devon Energy Corp. 125,156 4,871,071 EOG Resources, Inc. 25,523 1,821,321 VExxonMobil Corp. 469,815 24,082,717 Forest Oil Corp. (a) 2,529 80,220 Kerr-McGee Corp. 33,197 1,918,455 Marathon Oil Corp. 69,742 2,622,997 Murphy Oil Corp. 3,894 313,272 Newfield Exploration Co. (a) 15,791 932,459 Noble Energy, Inc. 4,977 306,882 Occidental Petroleum Corp. 27,916 1,629,178 Overseas Shipholding Group, Inc. 9,865 544,548 Plains Exploration & Production Co. (a) 6,542 170,092 Sunoco, Inc. 19,160 1,565,564 Valero Energy Corp. 65,472 2,972,429 XTO Energy, Inc. 53,339 1,887,134 ------------ 74,536,579 ------------ PAPER & FOREST PRODUCTS (0.6%) Georgia-Pacific Corp. 62,289 2,334,592 Louisiana-Pacific Corp. 28,206 754,228 MeadWestvaco Corp. 12,030 407,697 </Table> <Table> <Caption> SHARES VALUE PAPER & FOREST PRODUCTS (CONTINUED) Potlatch Corp. 6,741 $ 340,960 Rayonier, Inc. 2,122 103,787 Weyerhaeuser Co. 28,019 1,883,437 ------------ 5,824,701 ------------ PERSONAL PRODUCTS (1.1%) Avon Products, Inc. 81,914 3,170,072 Gillette Co. (The) 173,478 7,768,345 ------------ 10,938,417 ------------ PHARMACEUTICALS (5.6%) IVAX Corp. (a) 73,997 1,170,632 VJohnson & Johnson 286,939 18,197,671 King Pharmaceuticals, Inc. (a) 74,718 926,503 Lilly (Eli) & Co. 3,148 178,649 Merck & Co., Inc. 367,962 11,826,299 Mylan Laboratories, Inc. 7,464 131,964 Perrigo Co. 22,026 380,389 VPfizer, Inc 683,094 18,368,398 Sepracor, Inc. (a) 15,057 893,934 Wyeth 31,718 1,350,870 ------------ 53,425,309 ------------ REAL ESTATE (0.2%) Apartment Investment & Management Co. Class A 3,907 150,576 Equity Office Properties Trust 17,013 495,419 Equity Residential 11,979 433,400 Simon Property Group, Inc. 9,429 609,773 ------------ 1,689,168 ------------ ROAD & RAIL (0.6%) Burlington Northern Santa Fe Corp. 35,715 1,689,677 CSX Corp. 4,481 179,598 Norfolk Southern Corp. 49,170 1,779,462 Swift Transportation Co., Inc. (a) 10,204 219,182 Union Pacific Corp. 22,207 1,493,421 Werner Enterprises, Inc. 10,280 232,739 ------------ 5,594,079 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (3.2%) Advanced Micro Devices, Inc. (a) 100,931 2,222,501 Altera Corp. (a) 31,898 660,289 Analog Devices, Inc. 32,293 1,192,257 Applied Materials, Inc. (a) 68,609 1,173,214 Atmel Corp. (a) 91,929 360,362 Broadcom Corp. Class A (a) 36,085 1,164,824 Cabot Microelectronics Corp. (a) 3,207 128,440 Cree, Inc. (a) 6,170 247,294 Cypress Semiconductor Corp. (a) 19,526 229,040 Freescale Semiconductor, Inc. Class B (a) 65,021 1,193,785 Integrated Circuit Systems, Inc. (a) 21,740 454,801 </Table> M- 120 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (CONTINUED) Integrated Device Technology, Inc. (a) 33,184 $ 383,607 Intel Corp. 361,115 8,446,480 Intersil Corp. Class A 46,553 779,297 Lam Research Corp. (a) 22,063 637,841 Linear Technology Corp. 9,389 363,918 LSI Logic Corp. (a) 115,406 632,425 Maxim Integrated Products, Inc. 28,102 1,191,244 Micrel, Inc. (a) 27,853 306,940 Micron Technology, Inc. (a) 34,536 426,520 National Semiconductor Corp. 15,782 283,287 Novellus Systems, Inc. (a) 41,993 1,171,185 PMC-Sierra, Inc. (a) 53,792 605,160 RF Micro Devices, Inc. (a) 57,947 396,357 Teradyne, Inc. (a) 58,876 1,005,013 Texas Instruments, Inc. 165,815 4,082,365 TriQuint Semiconductor, Inc. (a) 42,538 189,294 Xilinx, Inc. 39,408 1,168,447 ------------ 31,096,187 ------------ SOFTWARE (3.4%) Adobe Systems, Inc. 8,935 560,582 Autodesk, Inc. 28,399 1,077,742 BMC Software, Inc. (a) 56,775 1,056,015 Citrix Systems, Inc. (a) 29,324 719,318 Computer Associates International, Inc. 50,216 1,559,709 Compuware Corp. (a) 33,633 217,605 Electronic Arts, Inc. (a) 12,956 799,126 Intuit, Inc. (a) 7,981 351,244 Macromedia, Inc. (a) 9,350 290,972 Macrovision Corp. (a) 6,424 165,225 McAfee, Inc. (a) 13,402 387,720 VMicrosoft Corp 702,709 18,769,357 Parametric Technology Corp. (a) 22,975 135,323 Reynolds & Reynolds Co. (The) Class A 11,338 300,570 RSA Security, Inc. (a) 2,849 57,151 Siebel Systems, Inc. (a) 117,547 1,234,244 Synopsys, Inc. (a) 47,206 926,182 Transaction Systems Architects, Inc. Class A (a) 11,821 234,647 VERITAS Software Corp. (a) 115,175 3,288,246 ------------ 32,130,978 ------------ SPECIALTY RETAIL (1.8%) Abercrombie & Fitch Co. Class A 24,421 1,146,566 American Eagle Outfitters, Inc. 7,544 355,322 AnnTaylor Stores Corp. (a) 21,824 469,871 AutoZone, Inc. (a) 10,668 974,095 Barnes & Noble, Inc. (a) 7,226 233,183 </Table> <Table> <Caption> SHARES VALUE SPECIALTY RETAIL (CONTINUED) Borders Group, Inc. 13,198 $ 335,229 Circuit City Stores, Inc. 58,063 908,105 Claire's Stores, Inc. 4,278 90,907 Gap, Inc. (The) 154,003 3,252,543 Home Depot, Inc. (The) 88,528 3,783,687 Limited Brands, Inc. 57,692 1,328,070 Michaels Stores, Inc. 29,250 876,622 Office Depot, Inc. (a) 37,749 655,323 Pacific Sunwear of California, Inc. (a) 22,960 511,090 Payless ShoeSource, Inc. (a) 18,182 223,639 RadioShack Corp. 6,882 226,280 Rent-A-Center, Inc. (a) 6,348 168,222 Sherwin-Williams Co. (The) 12,267 547,476 Toys "R" Us, Inc. (a) 55,544 1,136,986 ------------ 17,223,216 ------------ THRIFTS & MORTGAGE FINANCE (3.4%) Countrywide Financial Corp. 121,289 4,488,906 Fannie Mae 163,055 11,611,147 Freddie Mac 143,348 10,564,748 Independence Community Bank Corp. 2,163 92,100 New York Community Bancorp, Inc. 57,728 1,187,465 Washington Mutual, Inc. 105,740 4,470,687 Webster Financial Corp. 4,622 234,058 ------------ 32,649,111 ------------ TOBACCO (0.9%) Altria Group, Inc. 119,996 7,331,756 Reynolds American, Inc. 13,707 1,077,370 UST, Inc. 6,825 328,351 ------------ 8,737,477 ------------ TRADING COMPANIES & DISTRIBUTORS (0.0%) (B) Grainger (W.W.), Inc. 3,825 254,822 ------------ WIRELESS TELECOMMUNICATION SERVICES (0.8%) Nextel Communications, Inc. Class A (a) 213,843 6,415,290 Telephone & Data Systems, Inc. 14,775 1,136,936 ------------ 7,552,226 ------------ Total Common Stocks (Cost $878,220,345) 949,799,582 ------------ INVESTMENT COMPANY (0.5%) - -------------------------------------------------------------------------------- CAPITAL MARKETS (0.5%) DIAMONDS Trust Series 1 (c) 45,100 4,848,701 ------------ Total Investment Company (Cost $4,851,776) 4,848,701 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 121 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE WARRANTS (0.0%) (B) - -------------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT (0.0%) (B) Lucent Technologies, Inc. (a) 42,250 $ 66,755 ------------ Total Warrants (Cost $0) 66,755 ------------ Total Investments (Cost $883,072,121) (d) 99.8% 954,715,038(e) Cash and Other Assets, Less Liabilities 0.2 1,957,369 ---------- ------------ Net Assets 100.0% $956,672,407 ========== ============ </Table> <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) Exchange Traded Fund -- represents a basket of securities that are traded on an exchange. (d) The cost for federal income tax purposes is $887,780,817. (e) At December 31, 2004 net unrealized appreciation was $66,934,221, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $92,046,168 and aggregate unrealized depreciation for all investments on which there was an excess of cost over market value of $25,111,947. </Table> M- 122 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $883,072,121) $ 954,715,038 Cash 4,314,705 Receivables: Investment securities sold 47,984,028 Dividends and interest 1,409,611 Fund shares sold 58,616 Other assets 39,025 -------------- Total assets 1,008,521,023 -------------- LIABILITIES: Payables: Investment securities purchased 51,163,003 Adviser 200,640 Administrator 160,512 Shareholder communication 134,112 Fund shares redeemed 118,259 Custodian 14,053 NYLIFE Distributors 6,720 Accrued expenses 51,317 -------------- Total liabilities 51,848,616 -------------- Net assets $ 956,672,407 ============== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 450,178 Service Class 16,114 Additional paid-in capital 909,222,009 Accumulated undistributed net investment income 20,370 Accumulated net realized loss on investments (24,679,181) Net unrealized appreciation on investments 71,642,917 -------------- Net assets $ 956,672,407 ============== INITIAL CLASS Net assets applicable to outstanding shares $ 923,659,752 ============== Shares of capital stock outstanding 45,017,833 ============== Net asset value per share outstanding $ 20.52 ============== SERVICE CLASS Net assets applicable to outstanding shares $ 33,012,655 ============== Shares of capital stock outstanding 1,611,445 ============== Net asset value per share outstanding $ 20.49 ============== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 123 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 17,575,338 Interest 19,127 ------------- Total income 17,594,465 ------------- EXPENSES: Advisory 2,232,387 Administration 1,785,910 Shareholder communication 404,224 Professional 104,392 Custodian 82,508 Directors 60,223 Distribution and service -- Service Class 55,602 Portfolio pricing 11,215 Miscellaneous 58,133 ------------- Total expenses 4,794,594 ------------- Net investment income 12,799,871 ------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 148,353,610 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 160,608 Net change in unrealized appreciation on investments (65,086,231) ------------- Net realized and unrealized gain on investments: 83,427,987 ------------- Net increase in net assets resulting from operations $ 96,227,858 ============= </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $10,413. M- 124 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 12,799,871 $ 8,087,956 Net realized gain on investments 148,353,610 18,759,322 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 160,608 -- Net change in unrealized appreciation (depreciation) on investments (65,086,231) 156,761,390 ---------------------------- Net increase in net assets resulting from operations 96,227,858 183,608,668 ---------------------------- Dividends to shareholders: From net investment income: Initial Class (12,327,924) (8,089,391) Service Class (383,179) (85,863) ---------------------------- Total dividends to shareholders (12,711,103) (8,175,254) ---------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 91,409,988 29,371,935 Service Class 20,966,187 9,527,499 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 12,327,924 8,089,391 Service Class 383,179 85,863 ---------------------------- 125,087,278 47,074,688 Cost of shares redeemed: Initial Class (125,547,914) (79,528,644) Service Class (902,834) (146,680) ---------------------------- (126,450,748) (79,675,324) ---------------------------- Decrease in net assets derived from capital share transactions (1,363,470) (32,600,636) ---------------------------- Net increase in net assets 82,153,285 142,832,778 NET ASSETS: Beginning of year 874,519,122 731,686,344 ---------------------------- End of year $ 956,672,407 $874,519,122 ============================ Accumulated undistributed net investment income at end of year $ 20,370 $ -- ============================ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 125 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------------------ ---------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 18.75 $ 14.98 $ 19.99 $ 24.28 $ 27.78 $ 18.74 $ 16.45 -------- -------- -------- ---------- ---------- ------- ------- Net investment income 0.28(c) 0.17(b) 0.16 0.14 0.15 0.24(c) 0.07(b) Net realized and unrealized gain (loss) on investments 1.77 3.78 (5.01) (4.29) (1.06) 1.75 2.38 -------- -------- -------- ---------- ---------- ------- ------- Total from investment operations 2.05 3.95 (4.85) (4.15) (0.91) 1.99 2.45 -------- -------- -------- ---------- ---------- ------- ------- Less dividends and distributions: From net investment income (0.28) (0.18) (0.16) (0.14) (0.15) (0.24) (0.16) From net realized gain on investments -- -- -- -- (2.44) -- -- -------- -------- -------- ---------- ---------- ------- ------- Total dividends and distributions (0.28) (0.18) (0.16) (0.14) (2.59) (0.24) (0.16) -------- -------- -------- ---------- ---------- ------- ------- Net asset value at end of period $ 20.52 $ 18.75 $ 14.98 $ 19.99 $ 24.28 $ 20.49 $ 18.74 ======== ======== ======== ========== ========== ======= ======= Total investment return 10.90% 26.37% (24.25%) (17.09%) (3.34%) 10.62% 14.93%(d) Ratios (to average net assets)/ Supplemental Data: Net investment income 1.44%(c) 1.05% 0.89% 0.66% 0.55% 1.19%(c) 0.80%+(e) Expenses 0.53% 0.52% 0.51% 0.50% 0.50% 0.78% 0.77%+ Portfolio turnover rate 151% 72% 120% 93% 77% 151% 72% Net assets at end of period (in 000's) $923,660 $864,373 $731,686 $1,059,832 $1,331,634 $33,013 $10,146 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Included in net investment income per share and the ratio of net investment income to average net assets are $0.03 per share and 0.27%, respectively, resulting from a special one-time dividend from Microsoft Corp. that paid $3.00 per share. (d) Total return is not annualized. (e) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> M- 126 MainStay VP Common Stock Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMOUNT VALUE CONVERTIBLE SECURITIES (83.3%)+ CONVERTIBLE BONDS (70.1%) - ------------------------------------------------------------------------------ AUTO COMPONENTS (0.9%) Goodyear Tire & Rubber Co. (The) 4.00%, due 6/15/34 (c) $ 2,395,000 $ 3,460,775 ------------ BIOTECHNOLOGY (1.0%) Invitrogen Corp. 1.50%, due 2/15/24 3,935,000 3,708,737 ------------ CAPITAL MARKETS (4.4%) Affiliated Managers Group, Inc. (zero coupon), due 5/7/21 (f) 1,870,000 2,236,988 Credit Suisse First Boston, Inc. 0.50%, due 3/21/11 (c) 3,670,000 3,495,675 Merrill Lynch & Co., Inc. (zero coupon), due 3/13/32 (d)(f) 1,290,000 1,322,998 Series DIA (Diamonds Trust) 0.25%, due 5/17/10 (c)(g) 2,320,000 3,181,300 Morgan Stanley & Co. Series JPM (J.P. Morgan Chase & Co.) 0.30%, due 1/30/11 (g) 3,250,000 3,176,875 Series JPM (J.P. Morgan Chase & Co.) 0.30%, due 7/30/11 (g) 3,020,000 2,952,050 ------------ 16,365,886 ------------ COMMERCIAL BANKS (0.7%) Wells Fargo & Co. 1.91%, due 5/1/33 (d) 2,715,000 2,713,154 ------------ COMMERCIAL SERVICES & SUPPLIES (0.5%) Waste Connections, Inc. 2.66%, due 5/1/22 (d) 1,565,000 1,825,181 ------------ COMMUNICATIONS EQUIPMENT (1.6%) Brocade Communications Systems, Inc. 2.00%, due 1/1/07 (e) 1,745,000 1,666,475 CIENA Corp. 3.75%, due 2/1/08 2,435,000 2,173,238 Extreme Networks, Inc. 3.50%, due 12/1/06 1,215,000 1,193,738 Lucent Technologies, Inc. Series B 2.75%, due 6/15/25 (e) 650,000 949,811 ------------ 5,983,262 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE COMPUTERS & PERIPHERALS (0.2%) Gateway, Inc. 1.50%, due 12/31/09 (c)(e) $ 870,000 $ 889,575 ------------ DIVERSIFIED FINANCIAL SERVICES (1.0%) Verizon Global Funding Corp (zero coupon), due 5/15/21 (e) 5,755,000 3,546,519 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (0.1%) At Home Corp. 4.75%, due 12/15/06 (h) 2,335,418 326,959 ------------ ELECTRIC UTILITIES (0.5%) PG&E Corp. 9.50%, due 6/30/10 725,000 1,937,562 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (0.7%) Agilent Technologies, Inc. 3.00%, due 12/1/21 2,550,000 2,585,062 ------------ ENERGY EQUIPMENT & SERVICES (15.2%) VBJ Services Co. 0.3954%, due 4/24/22 (e) 8,215,000 6,859,525 VCooper Cameron Corp. 1.50%, due 5/15/24 (e) 9,875,000 10,455,155 Halliburton Co. 3.125%, due 7/15/23 3,160,000 3,902,600 VLehman Brothers Holdings, Inc. Series HAL (Halliburton Co.) 0.25%, due 9/25/10 (g) 5,365,000 7,443,938 VPride International, Inc. 2.50%, due 3/1/07 (e) 10,323,700 13,124,004 VSchlumberger Ltd. Series A 1.50%, due 6/1/23 12,865,000 14,151,500 ------------ 55,936,722 ------------ FOOD & STAPLES RETAILING (5.1%) SUPERVALU, Inc. (zero coupon), due 11/2/31 (e)(f) 17,370,000 6,296,625 VWhole Foods Market, Inc. (zero coupon), due 3/2/18 11,285,000 11,510,700 Wild Oats Markets, Inc. 3.25%, due 5/15/34 (c) 980,000 873,425 ------------ 18,680,750 ------------ FOOD PRODUCTS (0.3%) General Mills, Inc. (zero coupon), due 10/28/22 1,510,000 1,077,762 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V AMONG THE PORTFOLIO'S 10 LARGEST HOLDINGS, EXCLUDING SHORT-TERM INVESTMENTS. MAY BE SUBJECT TO CHANGE DAILY. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 127 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CONVERTIBLE BONDS (CONTINUED) - ------------------------------------------------------------------------------ HEALTH CARE EQUIPMENT & SUPPLIES (4.4%) ALZA Corp. (zero coupon), due 7/28/20 $ 5,525,000 $ 4,841,281 Fisher Scientific International, Inc. 2.50%, due 10/1/23 (e) 2,760,000 4,119,300 3.25%, due 3/1/24 (e) 2,170,000 2,443,963 Medtronic, Inc. 1.25%, due 9/15/21 4,740,000 4,817,025 ------------ 16,221,569 ------------ HEALTH CARE PROVIDERS & SERVICES (0.6%) Quest Diagnostics, Inc. 1.75%, due 11/30/21 2,025,000 2,219,906 ------------ HOTELS, RESTAURANTS & LEISURE (4.0%) Brinker International, Inc. (zero coupon), due 10/10/21 5,635,000 3,648,663 VHilton Hotels Corp. 3.375%, due 4/15/23 (e) 6,060,000 7,279,574 International Game Technology (zero coupon), due 1/29/33 5,165,000 3,970,594 ------------ 14,898,831 ------------ HOUSEHOLD PRODUCTS (0.8%) Merrill Lynch & Co., Inc. Series PG (Proctor & Gamble Co., The) 0.40%, due 4/15/10 (c)(g) 2,585,000 2,901,662 ------------ INDUSTRIAL CONGLOMERATES (3.9%) VTyco International Group S.A. Series A 2.75%, due 1/15/18 8,335,000 13,252,650 Series B 3.125%, due 1/15/23 735,000 1,238,475 ------------ 14,491,125 ------------ INSURANCE (1.4%) American International Group, Inc. 5.25%, due 12/6/24 (c) 650,000 730,438 Aon Corp. 3.50%, due 11/15/12 3,000,000 3,716,250 USF & G Corp. (zero coupon), due 3/3/09 930,000 773,062 ------------ 5,219,750 ------------ INTERNET SOFTWARE & SERVICES (1.1%) Yahoo!, Inc. (zero coupon), due 4/1/08 2,040,000 3,893,850 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE IT SERVICES (0.8%) DST Systems, Inc. Series A 4.125%, due 8/15/23 $ 2,060,000 $ 2,693,450 ------------ MACHINERY (1.4%) Navistar Financial Corp. 4.75%, due 4/1/09 3,975,000 4,129,031 Wabash National Corp. 3.25%, due 8/1/08 570,000 906,300 ------------ 5,035,331 ------------ MEDIA (3.7%) Lamar Advertising Co. 2.875%, due 12/31/10 (e) 2,460,000 2,727,525 Lehman Brothers Holdings, Inc. Series VIA (Viacom, Inc.) 0.25%, due 9/30/10 (g) 3,255,000 2,945,775 Liberty Media Corp. 3.50%, due 1/15/31 2,265,000 2,137,594 0.75%, due 3/30/23 1,295,000 1,558,856 Sirius Satellite Radio, Inc. 2.50%, due 2/15/09 615,000 1,160,044 Walt Disney Co. (The) 2.125%, due 4/15/23 (e) 2,560,000 2,860,800 ------------ 13,390,594 ------------ METALS & MINING (0.5%) GrafTech International Ltd. 1.625%, due 1/15/24 (e) 1,135,000 1,056,969 Placer Dome, Inc. 2.75%, due 10/15/23 660,000 812,625 ------------ 1,869,594 ------------ MULTI-UTILITIES & UNREGULATED POWER (1.8%) Calpine Corp. 4.75%, due 11/15/23 (e) 2,885,000 2,524,375 Reliant Energy, Inc. 5.00%, due 8/15/10 2,385,000 3,929,288 ------------ 6,453,663 ------------ OIL & GAS (0.5%) Salomon Smith Barney Holdings Series XOI (AMEX Oil Index) 0.25%, due 2/18/10 (g) 1,245,000 1,901,115 ------------ PAPER & FOREST PRODUCTS (2.4%) International Paper Co. (zero coupon), due 6/20/21 3,055,000 1,703,163 Lehman Brothers Holdings, Inc. Series IP (International Paper Co.) 0.25%, due 5/8/10 (g) 4,440,000 4,828,500 </Table> M- 128 MainStay VP Convertible Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CONVERTIBLE BONDS (CONTINUED) - ------------------------------------------------------------------------------ PAPER & FOREST PRODUCTS (CONTINUED) Merrill Lynch & Co., Inc. Series MWV (MeadWestvaco Corp.) 0.25%, due 7/28/10 (g) $ 1,880,000 $ 2,310,050 ------------ 8,841,713 ------------ PHARMACEUTICALS (4.0%) Elan Capital Corp. Ltd. 6.50%, due 11/10/08 1,420,000 1,603,896 Teva Pharmaceutical Financial LLC Series A 0.50%, due 2/1/24 2,715,000 2,779,481 VTeva Pharmaceutical Industries Ltd. 0.375%, due 11/15/22 7,185,000 10,472,138 ------------ 14,855,515 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (3.4%) Advanced Micro Devices, Inc. 4.75%, due 2/1/22 (e) 1,770,000 2,042,138 ASM International N.V. 4.25%, due 12/6/11 (c) 875,000 926,406 Cymer, Inc. 3.50%, due 2/15/09 1,485,000 1,485,000 Cypress Semiconductor Corp. 1.25%, due 6/15/08 2,815,000 2,987,419 Fairchild Semiconductor International, Inc. 5.00%, due 11/1/08 (e) 3,465,000 3,512,643 Vitesse Semiconductor International, Inc. 1.50%, due 10/1/24 (c) 1,030,000 1,205,100 ------------ 12,158,706 ------------ SOFTWARE (0.5%) Computer Associates International, Inc. 1.625%, due 12/15/09 1,170,000 1,937,813 ------------ TRANSPORTATION INFRASTRUCTURE (0.8%) Morgan Stanley & Co. Series CNI (Canadian National Railway Co.) (zero coupon), due 5/30/10 (g) 1,730,000 2,784,219 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE UTILITIES-ELECTRIC & GAS (1.9%) VLehman Brothers Holdings, Inc. Series TXU (TXU Corp.) 1.00%, due 11/3/11 (g) $ 6,850,000 $ 6,995,563 ------------ Total Convertible Bonds (Cost $238,769,028) 257,801,875 ------------ <Caption> SHARES VALUE CONVERTIBLE PREFERRED STOCKS (13.2%) - ------------------------------------------------------------------------------ AIRLINES (0.2%) Continental Air Finance Trust II 6.00% 32,800 766,700 ------------ AUTOMOBILES (1.1%) Ford Motor Co. Capital Trust II 6.50% 74,100 3,911,739 ------------ BUILDING PRODUCTS (0.2%) Owens Corning Capital LLC 6.50% (c) 36,500 894,250 ------------ CAPITAL MARKETS (1.6%) Gabelli Asset Management, Inc. 6.95% (i) 31,900 854,282 Lehman Brothers Holdings, Inc. 6.25% 122,700 3,312,900 State Street Corp. 6.75% 8,100 1,814,400 ------------ 5,981,582 ------------ COMMUNICATIONS EQUIPMENT (0.5%) Lucent Technologies Capital Trust I 7.75% 1,375 1,635,645 ------------ ELECTRIC UTILITIES (0.6%) FPL Group, Inc. 8.00% (j) 39,100 2,355,384 ------------ GOVERNMENT AGENCIES (1.1%) Federal National Mortgage Association 5.38% 39 4,134,000 ------------ INSURANCE (0.5%) Hartford Financial Services Group, Inc. (The) 7.00% (k) 27,700 1,826,815 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 129 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE CONVERTIBLE PREFERRED STOCKS (CONTINUED) - ------------------------------------------------------------------------------ MACHINERY (0.9%) Cummins Capital Trust I 7.00% 36,410 $ 3,336,066 ------------ MEDIA (0.2%) Interpublic Group of Cos., Inc. (The) 5.375%, Series A 16,700 818,300 ------------ METALS & MINING (0.5%) Freeport-McMoRan Copper & Gold, Inc. 5.50% 1,775 1,739,500 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.3%) El Paso Corp. 9.00% (l) 30,100 952,364 ------------ OFFICE ELECTRONICS (0.5%) Xerox Corp. 6.25% 13,600 2,010,216 ------------ OIL & GAS (1.6%) Amerada Hess Corp. 7.00% 27,500 2,033,625 Chesapeake Energy Corp. 5.00% (e) 32,800 4,013,080 ------------ 6,046,705 ------------ PAPER & FOREST PRODUCTS (0.5%) International Paper Capital Trust 5.25% 32,700 1,655,437 ------------ THRIFTS & MORTGAGE FINANCE (2.2%) PMI Group, Inc. (The) 5.875% (m) 137,200 3,627,568 Sovereign Capital Trust IV 4.375% 55,500 2,719,500 Washington Mutual, Inc. 5.375% 30,000 1,676,880 ------------ 8,023,948 ------------ WIRELESS TELECOMMUNICATION SERVICES (0.7%) Nextel Communications, Inc. 4,180 2,536,738 ------------ Total Convertible Preferred Stocks (Cost $44,920,019) 48,625,389 ------------ Total Convertible Securities (Cost $283,689,047) 306,427,264 ------------ </Table> <Table> <Caption> SHARES VALUE COMMON STOCKS (6.9%) - ------------------------------------------------------------------------------ CAPITAL MARKETS (1.3%) Bank of New York Co., Inc. (The) 85,100 $ 2,844,042 S&P 500 Depository Receipt (n) 16,800 2,030,616 ------------ 4,874,658 ------------ DIVERSIFIED FINANCIAL SERVICES (0.4%) Citigroup, Inc. 27,974 1,347,787 ------------ ENERGY EQUIPMENT & SERVICES (3.6%) Cooper Cameron Corp. (a) 34,300 1,845,683 Diamond Offshore Drilling, Inc. (e) 17,000 680,850 Grant Prideco, Inc. (a) 56,000 1,122,800 Input/Output, Inc. (a) 103,100 911,404 Rowan Cos., Inc. (a) 111,800 2,895,620 Tidewater, Inc. 72,400 2,578,164 Transocean, Inc. (a) 74,200 3,145,338 ------------ 13,179,859 ------------ HOTELS, RESTAURANTS & LEISURE (0.0%) (B) FHC Delaware, Inc. (a)(o) 6,624 66 ------------ MEDIA (0.1%) Time Warner, Inc. (a) 20,400 396,576 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.3%) AES Corp. (The) (a) 87,100 1,190,657 ------------ PAPER & FOREST PRODUCTS (0.2%) International Paper Co. 14,800 621,600 ------------ PHARMACEUTICALS (0.6%) Merck & Co., Inc. 65,200 2,095,528 ------------ SOFTWARE (0.4%) Microsoft Corp. 55,100 1,471,722 ------------ Total Common Stocks (Cost $21,957,716) 25,178,453 ------------ <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BOND (1.1%) - ------------------------------------------------------------------------------ BIOTECHNOLOGY (1.1%) Genzyme Corp. 1.25%, due 12/1/23 $ 3,995,000 $ 4,234,700 ------------ Total Corporate Bond (Cost $4,059,131) 4,234,700 ------------ </Table> M- 130 MainStay VP Convertible Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (19.8%) - ------------------------------------------------------------------------------ COMMERCIAL PAPER (8.5%) American General Finance Corp. 2.30%, due 1/5/05 $ 5,000,000 $ 4,998,721 Chevron Texaco Funding Corp. 2.25%, due 1/12/05 3,500,000 3,497,594 General Electric Capital Corp. 2.28%, due 1/27/05 4,000,000 3,993,411 Goldman Sachs Group, Inc. (The) 2.33%, due 1/3/05 5,000,000 4,999,352 International Business Machines Corp. 2.16%, due 1/7/05 4,335,000 4,333,438 Morgan Stanley & Co. 2.32%, due 1/5/05 115,000 114,970 Rabobank USA Financial Corp. 2.17%, due 1/3/05 5,445,000 5,444,344 USAA Capital Corp. 2.27%, due 1/6/05 4,000,000 3,998,739 ------------ Total Commercial Paper (Cost $31,380,569) 31,380,569 ------------ <Caption> SHARES VALUE INVESTMENT COMPANY (0.3%) AIM Institutional Funds Group (p) 991,176 991,176 ------------ Total Investment Company (Cost $991,176) 991,176 ------------ <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.8%) Banc of America Securities LLC 2.3924%, due 1/3/05 (p) $ 3,300,000 3,300,000 ------------ Total Master Note (Cost $3,300,000) 3,300,000 ------------ REPURCHASE AGREEMENTS (10.2%) Credit Suisse First Boston LLC 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $9,301,831 (p) (Collateralized by Various Bonds with a Principal Amount of $11,080,791 and a Market Value of $9,486,057) (q) 9,300,000 9,300,000 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE REPURCHASE AGREEMENTS (CONTINUED) Dresdner Kleinwort Wasserstein Securities LLC 2.3825%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $4,250,844 (p) (Collateralized by Various Bonds with a Principal Amount of $4,454,146 and a Market Value of $4,462,674) (q) $ 4,250,000 $ 4,250,000 Lehman Brothers, Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $7,481,473 (p) (Collateralized by Various Bonds with a Principal Amount of $10,176,997 and a Market Value of $7,629,471) (q) 7,480,000 7,480,000 Merrill Lynch & Co., Inc. 2.3925%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $12,338,459 (p) (Collateralized by Various Bonds with a Principal Amount of $12,175,122 and a Market Value of $12,952,819) (q) 12,336,000 12,336,000 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 131 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------ REPURCHASE AGREEMENTS (CONTINUED) Morgan Stanley & Co., Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $4,000,787 (p) (Collateralized by Various Bonds with a Principal Amount of $7,017,608 and a Market Value of $4,218,913) (q) $ 4,000,000 $ 4,000,000 ------------ Total Repurchase Agreements (Cost $37,366,000) 37,366,000 ------------ Total Short-Term Investments (Cost $73,037,745) 73,037,745 ------------ Total Investments (Cost $382,743,639) (r) 111.1% 408,878,162(s) Liabilities in Excess of Cash and Other Assets (11.1) (40,831,648) ------- ------------ Net Assets 100.0% $368,046,514 =========== ============ </Table> <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) May be sold to institutional investors only. (d) Floating rate. Rate shown is the rate in effect at December 31, 2004. (e) Represents a security, or a portion thereof, which is out on loan. (f) LYON -- Liquid Yield Option Note: callable, zero coupon securities priced at a deep discount from par. They include a "put" feature that enables holders to redeem them at a specific date, at a specific price. Put prices reflect fixed interest rates, and therefore increase over time. (g) Synthetic Convertible -- An equity-linked security issued by an entity other than the issuer of the underlying equity instrument. (h) Issuer in default. (i) Equity Units -- each unit reflects 1 Senior Note plus 1 purchase contract to acquire shares of common stock at $25.00 by February 17, 2005. (j) Equity Units -- each unit reflects 1 Senior Note plus 1 purchase contract to acquire shares of common stock at $50.00 by February 16, 2006. (k) Equity Units -- each unit reflects 1 Senior Note plus 1 purchase contract to acquire shares of common stock at $50.00 by August 16, 2006. (l) Equity Units -- each unit reflects 1 Senior Note plus 1 purchase contract to acquire shares of common stock at $50.00 by August 16, 2005. (m) Equity Units -- each unit reflects 1 Senior Note plus 1 purchase contract to acquire shares of common stock at $25.00 by November 16, 2006. (n) Exchange Traded Fund -- Represents a basket of securities that are traded on an exchange. (o) Fair valued security. (p) Represents a security, or a portion thereof, purchased with cash collateral received for securities on loan. (q) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (r) The cost for federal income tax purposes is $384,684,659. (s) At December 31, 2004 net unrealized appreciation was $24,193,503, based on cost for federal income tax pur- poses. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $28,941,377 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $4,747,874. </Table> M- 132 MainStay VP Convertible Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $382,743,639) including $40,647,144 market value of securities loaned $408,878,162 Cash 1,053 Receivables: Dividends and interest 1,073,163 Fund shares sold 146,960 Other assets 975 ------------ Total assets 410,100,313 ------------ LIABILITIES: Securities lending collateral 41,657,176 Payables: Adviser 110,422 Fund shares redeemed 98,661 Administrator 61,346 Shareholder communication 56,089 NYLIFE Distributors 15,442 Custodian 6,642 Accrued expenses 48,021 ------------ Total liabilities 42,053,799 ------------ Net assets $368,046,514 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 259,261 Service Class 67,637 Additional paid-in capital 363,358,191 Accumulated undistributed net investment income 392,590 Accumulated net realized loss on investments (22,165,688) Net unrealized appreciation on investments 26,134,523 ------------ Net assets $368,046,514 ============ INITIAL CLASS Net assets applicable to outstanding shares $291,994,686 ============ Shares of capital stock outstanding 25,926,131 ============ Net asset value per share outstanding $ 11.26 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 76,051,828 ============ Shares of capital stock outstanding 6,763,660 ============ Net asset value per share outstanding $ 11.24 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 133 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $ 4,587,188 Dividends (a) 4,280,596 Income from securities loaned -- net 146,735 ----------- Total Income 9,014,519 ----------- EXPENSES: Advisory 1,246,430 Administration 692,461 Shareholder communication 181,604 Distribution and service -- Service Class 125,060 Professional 74,878 Custodian 39,538 Directors 25,160 Portfolio pricing 7,084 Miscellaneous 33,881 ----------- Total expenses 2,426,096 Reimbursement of advisory fee (17,587) ----------- Net expenses 2,408,509 ----------- Net investment income 6,606,010 ----------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 14,981,415 Net change in unrealized appreciation on investments (1,165,619) ----------- Net realized and unrealized gain on investments 13,815,796 ----------- Net increase in net assets resulting from operations $20,421,806 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $511. M- 134 MainStay VP Convertible Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 6,606,010 $ 6,659,388 Net realized gain on investments 14,981,415 1,934,390 Net change in unrealized appreciation on investments (1,165,619) 42,603,775 --------------------------- Net increase in net assets resulting from operations 20,421,806 51,197,553 --------------------------- Dividends to shareholders: From net investment income: Initial Class (5,520,255) (6,059,293) Service Class (1,305,524) (454,004) --------------------------- Total dividends to shareholders (6,825,779) (6,513,297) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 29,309,634 56,086,647 Service Class 51,125,505 22,609,558 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 5,520,255 6,059,293 Service Class 1,305,524 454,004 --------------------------- 87,260,918 85,209,502 Cost of shares redeemed: Initial Class (45,869,033) (18,089,291) Service Class (2,656,652) (352,627) --------------------------- (48,525,685) (18,441,918) --------------------------- Increase in net assets derived from capital share transactions 38,735,233 66,767,584 --------------------------- Net increase in net assets 52,331,260 111,451,840 NET ASSETS: Beginning of year 315,715,254 204,263,414 --------------------------- End of year $368,046,514 $315,715,254 =========================== Accumulated undistributed net investment income at end of year $ 392,590 $ 265,840 =========================== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 135 FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ---------------------------------------------------- --------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 10.82 $ 9.04 $ 10.11 $ 10.71 $ 12.68 $ 10.81 $ 9.95 -------- -------- -------- -------- -------- ------- ------- Net investment income 0.21 0.27(b) 0.28 0.36(c) 0.42 0.20 0.14(b) Net realized and unrealized gain (loss) on investments 0.45 1.74 (1.08) (0.58)(c) (1.00) 0.43 0.94 -------- -------- -------- -------- -------- ------- ------- Total from investment operations 0.66 2.01 (0.80) (0.22) (0.58) 0.63 1.08 -------- -------- -------- -------- -------- ------- ------- Less dividends and distributions: From net investment income (0.22) (0.23) (0.27) (0.38) (0.42) (0.20) (0.22) From net realized gain on investments -- -- -- -- (0.97) -- -- -------- -------- -------- -------- -------- ------- ------- Total dividends and distributions (0.22) (0.23) (0.27) (0.38) (1.39) (0.20) (0.22) -------- -------- -------- -------- -------- ------- ------- Net asset value at end of period $ 11.26 $ 10.82 $ 9.04 $ 10.11 $ 10.71 $ 11.24 $ 10.81 ======== ======== ======== ======== ======== ======= ======= Total investment return 6.11% 22.23% (7.91%) (2.18%) (5.02%) 5.85% 10.84%(d) Ratios (to average net assets)/Supplemental Data: Net investment income 1.94% 2.71% 2.97% 3.86%(c) 4.25% 1.69% 2.46%+(f) Expenses 0.66% 0.67% 0.67% 0.67% 0.66% 0.91% 0.92%+ Portfolio turnover rate 108% 76% 95% 171% 183% 108% 76% Net assets at end of period (in 000's) $291,995 $292,043 $204,263 $202,564 $168,085 $76,052 $23,672 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 is shown below. Per share ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation. </Table> <Table> Decrease net investment income $(0.00)(e) Increase net realized and unrealized gains and losses 0.00(e) Decrease ratio of net investment income (0.11%) </Table> <Table> (d) Total return is not annualized. (e) Less than one cent per share. (f) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> M- 136 MainStay VP Convertible Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMOUNT VALUE LONG-TERM BONDS (98.0%)+ ASSET-BACKED SECURITIES (5.6%) - ------------------------------------------------------------------------------ COMMERCIAL MORTGAGE LOANS (1.0%) Citigroup Commercial Mortgage Trust Series 2004-C2 Class A5 4.733%, due 10/15/41 $ 3,000,000 $ 2,979,840 ------------ CONSUMER FINANCE (2.0%) Harley-Davidson Motorcycle Trust Series 2002-1 Class A2 4.50%, due 1/15/10 2,881,262 2,918,243 Volkswagen Auto Loan Enhanced Trust Series 2003-2 Class A3 2.27%, due 10/22/07 3,530,000 3,502,864 ------------ 6,421,107 ------------ CONSUMER LOANS (0.6%) Atlantic City Electric Transition Funding LLC Series 2002-1 Class A4 5.55%, due 10/20/23 1,650,000 1,736,169 ------------ DIVERSIFIED FINANCIAL SERVICES (1.3%) Capital One Master Trust Series 2001-5 Class A 5.30%, due 6/15/09 1,350,000 1,391,021 Massachusetts RRB Special Purpose Trust Series 2001-1 Class A 6.53%, due 6/1/15 2,568,310 2,803,206 ------------ 4,194,227 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.4%) Public Service of New Hampshire Funding LLC Series 2002-1 Class A 4.58%, due 2/1/10 1,233,327 1,256,452 ------------ THRIFTS & MORTGAGE FINANCE (0.3%) Vanderbilt Mortgage Finance Series 1999-B Class 1A4 6.545%, due 4/7/18 975,911 989,940 ------------ Total Asset-Backed Securities (Cost $17,280,612) 17,577,735 ------------ CORPORATE BONDS (3.7%) - ------------------------------------------------------------------------------ COMMERCIAL BANKS (0.5%) Wachovia Corp. 4.875%, due 2/15/14 1,625,000 1,619,602 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE CONSUMER FINANCE (0.5%) Ford Motor Credit Co. 7.00%, due 10/1/13 (c) $ 1,180,000 $ 1,250,956 General Motors Acceptance Corp. 6.875%, due 8/28/12 330,000 336,923 ------------ 1,587,879 ------------ ELECTRIC UTILITIES (0.6%) Kiowa Power Partners LLC Series B 5.737%, due 3/30/21 (a) 2,000,000 2,008,000 ------------ MEDIA (1.3%) AT&T Broadband Corp. 9.455%, due 11/15/22 1,225,000 1,694,239 TCI Communication, Inc. 8.75%, due 8/1/15 1,060,000 1,351,986 Tele-Communications, Inc. 10.125%, due 4/15/22 645,000 925,944 ------------ 3,972,169 ------------ REAL ESTATE (0.8%) HRPT Properties Trust 6.40%, due 2/15/15 2,300,000 2,445,878 ------------ Total Corporate Bonds (Cost $11,337,576) 11,633,528 ------------ MORTGAGE-BACKED SECURITIES (1.8%) - ------------------------------------------------------------------------------ COMMERCIAL MORTGAGE LOANS (COLLATERALIZED MORTGAGE OBLIGATIONS) (1.8%) Fannie Mae Grantor Trust Series 2003-T1 Class B 4.491%, due 11/25/12 2,660,000 2,672,441 Series 1998-M6 Class A2 6.32%, due 8/15/08 2,938,139 3,137,493 ------------ Total Mortgage-Backed Securities (Cost $5,841,387) 5,809,934 ------------ + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 137 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE MUNICIPAL BOND (0.4%) - ------------------------------------------------------------------------------ TEXAS (0.4%) Harris County Texas Industrial Development Corp. Solid Waste Deer Park 5.683%, due 3/1/23 $ 1,280,000 $ 1,296,115 ------------ Total Municipal Bond (Cost $1,307,305) 1,296,115 ------------ U.S. GOVERNMENT & FEDERAL AGENCIES (86.5%) - ------------------------------------------------------------------------------ FEDERAL HOME LOAN MORTGAGE CORPORATION (3.5%) 3.625%, due 9/15/08 7,000,000 7,002,408 5.25%, due 11/5/12 4,100,000 4,168,880 ------------ 11,171,288 ------------ FEDERAL HOME LOAN MORTGAGE CORPORATION (MORTGAGE PASS-THROUGH SECURITIES) (11.2%) 3.00%, due 8/1/10 2,690,927 2,598,985 V 5.00%, due 6/1/33 (d) 9,851,981 9,805,921 5.00%, due 8/1/33 (d) 4,640,397 4,617,859 5.00%, due 2/10/35 TBA (b) 2,830,000 2,802,583 V 5.50%, due 1/1/33 (d) 15,266,319 15,523,036 ------------ 35,348,384 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (15.0%) 2.80%, due 3/1/19 1,250,000 1,239,224 4.375%, due 7/17/13 3,725,000 3,624,932 4.625%, due 10/15/14 (c) 3,885,000 3,887,918 5.25%, due 4/15/07-8/1/12 12,460,000 12,957,117 5.50%, due 5/2/06 (c) 7,035,000 7,243,672 6.25%, due 2/1/11 4,290,000 4,703,191 V 6.625%, due 9/15/09 (c) 12,170,000 13,588,705 ------------ 47,244,759 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (38.7%) 3.355%, due 4/1/34 5,003,306 4,972,865 V 4.50%, due 7/1/18 (d) 15,780,524 15,765,822 V 4.50%, due 11/1/18 (d) 11,105,955 11,095,608 V 5.00%, due 11/1/17 10,633,320 10,816,789 5.00%, due 2/10/35 TBA (b) 5,980,000 5,916,462 V 5.50%, due 11/1/17 7,486,109 7,745,113 V 5.50%, due 2/15/20 TBA (b) 11,900,000 12,268,162 5.50%, due 12/1/33 (d) 7,377,918 7,496,564 5.50%, due 2/10/35 TBA (b) 6,165,000 6,242,063 6.00%, due 12/1/16 593,563 622,368 V 6.00%, due 2/10/35 TBA (b) 28,060,000 28,945,630 6.50%, due 10/1/31-7/1/32 1,723,537 1,809,214 7.00%, due 7/1/31-11/1/32 4,018,581 4,256,573 7.50%, due 1/1/30-8/1/31 4,099,708 4,396,118 ------------ 122,349,351 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (3.5%) 6.00%, due 8/15/32-10/15/32 $ 5,393,984 $ 5,597,856 6.50%, due 7/15/28-7/15/32 3,367,490 3,549,225 7.50%, due 12/15/28-3/15/32 1,717,971 1,846,344 ------------ 10,993,425 ------------ HVIDE VAN OMMEREN TANKERS LLC (1.6%) (F) Series I 7.54%, due 12/14/23 2,458,000 2,554,698 Series II 7.54%, due 12/14/23 2,438,000 2,533,911 ------------ 5,088,609 ------------ UNITED STATES TREASURY BONDS (8.0%) 5.375%, due 2/15/31 (c) 4,250,000 4,595,644 6.25%, due 8/15/23 (c) 5,880,000 6,883,963 V 6.875%, due 8/15/25 7,570,000 9,534,945 8.75%, due 8/15/20 (c) 2,985,000 4,314,725 ------------ 25,329,277 ------------ UNITED STATES TREASURY NOTES (5.0%) 3.00%, due 2/15/08 (c) 2,065,000 2,048,141 4.375%, due 5/15/07 (c) 3,725,000 3,828,454 4.625%, due 5/15/06 (c) 330,000 337,606 5.75%, due 11/15/05-8/15/10 (c) 8,450,000 8,781,820 6.00%, due 8/15/09 600,000 661,735 ------------ 15,657,756 ------------ Total U.S. Government & Federal Agencies (Cost $271,094,727) 273,182,849 ------------ Total Long-Term Bonds (Cost $306,861,607) 309,500,161 ------------ SHORT-TERM INVESTMENTS (35.3%) - ------------------------------------------------------------------------------ COMMERCIAL PAPER (6.4%) Bavaria TRR Corp. 2.4624%, due 1/12/05 (e) 7,146,000 7,140,716 Quatro-PMX Funding Corp. 2.4621%, due 1/10/05 (e) 5,051,000 5,047,944 Rhineland Funding Capital Corp. 2.4535%, due 2/14/05 (e) 8,000,000 7,976,533 ------------ Total Commercial Paper (Cost $20,165,193) 20,165,193 ------------ FEDERAL AGENCIES (19.1%) Federal Home Loan Bank (Discount Note) 2.24%, due 1/26/05 8,160,000 8,147,304 ------------ </Table> M- 138 MainStay VP Government Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------ FEDERAL AGENCIES (CONTINUED) Federal National Mortgage Association (Discount Notes) 2.22%, due 2/1/05 $ 6,120,000 $ 6,108,280 2.24%, due 1/3/05 13,855,000 13,853,275 2.25%, due 1/3/05 1,215,000 1,214,848 2.25%, due 1/10/05 7,545,000 7,540,753 2.37%, due 3/4/05 6,400,000 6,373,876 ------------ 35,091,032 ------------ Freddie Mac (Discount Notes) 2.24%, due 2/1/05 10,000,000 9,980,684 2.26%, due 1/4/05 7,000,000 6,998,681 ------------ 16,979,365 ------------ Total Federal Agencies (Cost $60,217,701) 60,217,701 ------------ <Caption> SHARES VALUE INVESTMENT COMPANY (0.1%) AIM Institutional Fund Group 2.151%, due 1/3/05 (e) 168,670 168,670 ------------ Total Investment Company (Cost $168,670) 168,670 ------------ <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.8%) Bank of America LLC 2.3925%, due 1/3/05 (e) $ 2,723,000 2,723,000 ------------ Total Master Note (Cost $2,723,000) 2,723,000 ------------ REPURCHASE AGREEMENTS (8.9%) Credit Suisse First Boston Corp. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $7,201,418 (e) (Collateralized by Various Bonds with a Principal Amount of $8,578,677 and a Market Value of $7,344,044) (g) 7,200,000 7,200,000 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE REPURCHASE AGREEMENTS (CONTINUED) Deutsche Bank Securities, Inc. 2.3725%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,500,488 (e) (Collateralized by Various Bonds with a Principal Amount of $4,274,753 and a Market Value of $2,550,000) (g) $ 2,500,000 $ 2,500,000 Dresdner Kleinwort Wasserstein Securities LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $3,000,587 (e) (Collateralized by Various Bonds with a Principal Amount of $3,144,103 and a Market Value of $3,150,123) (g) 3,000,000 3,000,000 Lehman Brothers, Inc. 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $8,001,573 (e) (Collateralized by Various Bonds with a Principal Amount of $11,020,545 and a Market Value of $8,261,861) (g) 8,100,000 8,100,000 Merrill Lynch Pierce Fenner & Smith 2.3924%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $5,840,148 (e) (Collateralized by Various Bonds with a Principal Amount of $5,762,852 and a Market Value of $6,130,959) (g) 5,839,000 5,839,000 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 139 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ------------------------------------------------------------------------------ REPURCHASE AGREEMENTS (CONTINUED) Morgan Stanley & Co., Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,477,287 (e) (Collateralized by Various Bonds with a Principal Amount of $2,591,252 and a Market Value of $1,557,834) (g) $ 1,477,000 $ 1,477,000 ------------ Total Repurchase Agreements (Cost $28,116,000) 28,116,000 ------------ Total Short-Term Investments (Cost $111,390,564) 111,390,564 ------------ Total Investments (Cost $418,252,171) (h) 133.3% 420,890,725(i) Liabilities in Excess of Cash and Other Assets (33.3) (105,131,895) ------- ------------ Net Assets 100.0% $315,758,830 ------- ------------ ------- ------------ </Table> <Table> (a) May be sold to institutional investors only. (b) TBA: Securities purchased on a forward commitment basis with an approximate principal amount and maturity date. The actual principal amount and the maturity will be determined upon settlement. (c) Represents securities out on loan or a portion of which is out on loan. (d) Segregated as collateral for TBA. (e) Represents security or a portion thereof, purchased with cash collateral received for securities on loan. (f) United States Government Guaranteed Security. (g) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (h) The cost for federal income tax purpose is $418,253,981. (i) At December 31, 2004 net unrealized appreciation was $2,636,744 based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $3,538,312 and aggregate unrealized depreciation for all investments on which there was an excess of cost over market value of $901,568. </Table> M- 140 MainStay VP Government Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $418,252,171) including $49,474,223 market value of securities loaned $420,890,725 Cash 1,901 Receivables: Interest 2,304,939 Fund shares sold 124,497 Other assets 927 ------------ Total assets 423,322,989 ------------ LIABILITIES: Securities lending collateral 51,172,863 Payables: Investment securities purchased 56,103,621 Adviser 80,129 Administrator 53,419 Fund shares redeemed 49,087 Shareholder communication 48,238 NYLIFE Distributors 8,164 Custodian 6,425 Accrued expenses 42,213 ------------ Total liabilities 107,564,159 ------------ Net assets $315,758,830 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 259,440 Service Class 37,779 Additional paid-in capital 317,245,134 Accumulated undistributed net investment income 13,079 Accumulated net realized loss on investments (4,435,156) Net unrealized appreciation on investments 2,638,554 ------------ Net assets $315,758,830 ============ INITIAL CLASS Net assets applicable to outstanding shares $275,674,147 ============ Shares of capital stock outstanding 25,944,034 ============ Net asset value per share outstanding $ 10.63 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 40,084,683 ============ Shares of capital stock outstanding 3,777,899 ============ Net asset value per share outstanding $ 10.61 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 141 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $14,049,915 Income from securities loaned -- net 73,500 Dividends 1,763 ----------- Total income 14,125,178 ----------- EXPENSES: Advisory 1,003,220 Administration 668,813 Shareholder communication 149,384 Distribution and service -- Service Class 68,669 Professional 64,355 Custodian 37,152 Directors 24,832 Portfolio pricing 10,818 Miscellaneous 25,140 ----------- Total expenses 2,052,383 Reimbursement of advisory fee (6,228) ----------- Net expenses 2,046,155 ----------- Net investment income 12,079,023 ----------- REALIZED AND UNREALIZED LOSS ON INVESTMENTS: Net realized loss on investments (950,448) Net change in unrealized appreciation investments (135,851) ----------- Net realized and unrealized loss on investments (1,086,299) ----------- Net increase in net assets resulting from operations $10,992,724 =========== </Table> M- 142 MainStay VP Government Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEAR ENDED DECEMBER 31, 2004 AND THE YEAR ENDED DECEMBER 31, 2003 <Table> <Caption> 2004 2003 DECREASE IN NET ASSETS: Operations: Net investment income $ 12,079,023 $ 14,740,039 Net realized gain (loss) on investments (950,448) 3,618,862 Net change in unrealized appreciation on investments (135,851) (11,082,191) ----------------------------- Net increase in net assets resulting from operations 10,992,724 7,276,710 ----------------------------- Dividends to shareholders: From net investment income: Initial Class (11,407,862) (16,889,280) Service Class (1,581,929) (608,313) ----------------------------- Total dividends to shareholders (12,989,791) (17,497,593) ----------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 16,414,104 102,859,265 Service Class 30,745,896 14,071,403 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 11,407,862 16,889,280 Service Class 1,581,929 608,313 ----------------------------- 60,149,791 134,428,261 Cost of shares redeemed: Initial Class (110,143,295) (183,509,906) Service Class (5,103,381) (660,551) ----------------------------- (115,246,676) (184,170,457) ----------------------------- Decrease in net assets derived from capital share transactions (55,096,885) (49,742,196) ----------------------------- Net decrease in net assets (57,093,952) (59,963,079) NET ASSETS: Beginning of year 372,852,782 432,815,861 ----------------------------- End of year $ 315,758,830 $ 372,852,782 ============================= Accumulated undistributed (distributions in excess of) net investment income at end of year $ 13,079 $ (20,222) ============================= </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 143 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS -------------------------------------------------------------------- --------------------------- JUNE 4, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 10.73 $ 11.05 $ 10.35 $ 10.11 $ 9.56 $ 10.72 $ 11.42 -------- -------- -------- -------- -------- ------- ------- Net investment income 0.45 0.36(b) 0.31 0.42(c) 0.62 0.44 0.21(b) Net realized and unrealized gain (loss) on investments (0.09) (0.15) 0.71 0.25(c) 0.55 (0.11) (0.39) -------- -------- -------- -------- -------- ------- ------- Total from investment operations 0.36 0.21 1.02 0.67 1.17 0.33 (0.18) -------- -------- -------- -------- -------- ------- ------- Less dividends: From net investment income (0.46) (0.53) (0.32) (0.43) (0.62) (0.44) (0.52) -------- -------- -------- -------- -------- ------- ------- Net asset value at end of period $ 10.63 $ 10.73 $ 11.05 $ 10.35 $ 10.11 $ 10.61 $ 10.72 ======== ======== ======== ======== ======== ======= ======= Total investment return 3.33% 1.88% 9.85% 6.64% 12.22% 3.07% (1.63%)(d) Ratios (to average net assets)/Supplemental Data: Net investment income 3.63% 3.25% 3.94% 5.01%(c) 6.29% 3.38% 3.00%+(e) Expenses 0.59% 0.59% 0.59% 0.60% 0.60% 0.84% 0.84%+ Portfolio turnover rate 113% 106% 146% 137% 311% 113% 106% Net assets at end of period (in 000's) $275,674 $359,332 $432,816 $223,387 $130,390 $40,085 $13,521 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) As required, effective January 1, 2001, the portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 is shown below. Per share ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation. </Table> <Table> Decrease net investment income ($0.04) Increase net realized and unrealized gains and losses 0.04 Decrease ratio of net investment income (0.39%) </Table> <Table> (d) Total Return is not annualized. (e) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> M- 144 MainStay VP Government Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMOUNT VALUE LONG-TERM BONDS (75.2%)+ CONVERTIBLE BONDS (3.1%) - --------------------------------------------------------------------------------- AIRLINES (0.1%) Delta Air Lines, Inc. 8.00%, due 6/3/23 $ 1,900,000 $ 1,261,125 -------------- COMMUNICATIONS EQUIPMENT (1.1%) CIENA Corp. 3.75%, due 2/1/08 4,355,000 3,886,838 Nortel Networks Corp. 4.25%, due 9/1/08 8,975,000 8,773,062 Riverstone Networks, Inc. 3.75%, due 12/1/06 (c)(d) 3,235,000 2,960,025 -------------- 15,619,925 -------------- CONSUMER FINANCE (0.1%) Providian Financial Corp. 3.25%, due 8/15/05 950,000 953,563 -------------- DIVERSIFIED TELECOMMUNICATION SERVICES (0.1%) At Home Corp. 0.5246%, due 12/28/18 (d)(e)(f) 1,967,498 157,400 4.75%, due 12/15/06 (d)(e)(f) 9,032,054 1,264,487 -------------- 1,421,887 -------------- HEALTH CARE PROVIDERS & SERVICES (0.7%) Laboratory Corp. of America Holdings (zero coupon), due 9/11/21 (k) 7,640,000 5,930,550 Lincare Holdings, Inc. 3.00%, due 6/15/33 4,525,000 4,858,719 -------------- 10,789,269 -------------- INSURANCE (0.2%) Loews Corp. 3.125%, due 9/15/07 810,000 795,825 PMA Capital Corp. 6.50%, due 9/30/22 (c) 1,985,000 2,188,462 -------------- 2,984,287 -------------- IT SERVICES (0.1%) Electronic Data Systems Corp. 3.875%, due 7/15/23 1,450,000 1,538,813 -------------- MEDIA (0.0%) (B) Adelphia Communications Corp. 6.00%, due 2/15/06 (d) 1,760,000 387,200 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.7%) VLSI Logic Corp. 4.00%, due 11/1/06 $ 10,355,000 $ 10,290,281 -------------- Total Convertible Bonds (Cost $46,316,672) 45,246,350 -------------- CORPORATE BONDS (59.2%) - --------------------------------------------------------------------------------- AEROSPACE & DEFENSE (0.7%) BE Aerospace, Inc. Series B 8.00%, due 3/1/08 1,360,000 1,361,700 8.50%, due 10/1/10 470,000 517,000 Series B 8.875%, due 5/1/11 2,685,000 2,805,825 Hexcel Corp. 9.75%, due 1/15/09 815,000 847,600 Sequa Corp. Series B 8.875%, due 4/1/08 2,275,000 2,491,125 9.00%, due 8/1/09 1,700,000 1,916,750 -------------- 9,940,000 -------------- AIRLINES (2.2%) Continental Airlines, Inc. Series A 7.875%, due 7/2/18 6,451,815 6,226,905 Delta Air Lines, Inc. 8.30%, due 12/15/29 12,570,000 6,096,450 Series A 9.25%, due 12/27/07 (e) 2,270,000 1,657,100 9.25%, due 3/15/22 1,000,000 495,000 9.75%, due 5/15/21 125,000 63,750 10.00%, due 8/15/08 (i) 2,070,000 1,526,625 10.375%, due 2/1/11 4,335,000 2,644,350 10.375%, due 12/15/22 2,520,000 1,285,200 Northwest Airlines, Inc. 8.875%, due 6/1/06 1,030,000 988,800 8.97%, due 1/2/15 1,131,166 765,268 9.875%, due 3/15/07 (i) 5,440,000 4,909,600 10.00%, due 2/1/09 (i) 6,020,000 5,071,850 -------------- 31,730,898 -------------- AUTO COMPONENTS (2.7%) Advanced Accessory Systems 10.75%, due 6/15/11 514,432 488,710 ArvinMeritor, Inc. 8.75%, due 3/1/12 (i) 2,060,000 2,379,300 </Table> <Table> + Percentages indicated are based on Portfolio net assets. V AMONG THE PORTFOLIO'S 10 LARGEST HOLDINGS, EXCLUDING SHORT-TERM INVESTMENTS. MAY BE SUBJECT TO CHANGE DAILY. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 145 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- AUTO COMPONENTS (CONTINUED) Collins & Aikman Products 12.875%, due 8/15/12 (c)(i) $ 6,125,000 $ 5,290,469 Cooper Standard 7.00%, due 12/15/12 (c) 2,460,000 2,496,900 Dana Corp. 7.00%, due 3/1/29 2,010,000 2,004,975 9.00%, due 8/15/11 2,260,000 2,780,636 Goodyear Tire & Rubber Co. (The) 6.375%, due 3/15/08 (i) 1,032,000 1,037,160 6.625%, due 12/1/06 2,150,000 2,246,750 8.50%, due 3/15/07 (i) 1,380,000 1,476,600 2nd Lien Note V 11.00%, due 3/1/11 (c)(h) 10,945,000 12,723,563 Tenneco Automotive, Inc. Series B 10.25%, due 7/15/13 2,070,000 2,442,600 Visteon Corp. 7.00%, due 3/10/14 (i) 3,850,000 3,676,750 -------------- 39,044,413 -------------- BUILDING MATERIALS & COMPONENTS (0.1%) Goodman Global Holding Co., Inc. 5.76%, due 6/15/12 (c)(j) 1,110,000 1,126,650 -------------- BUILDING PRODUCTS (0.8%) Dayton Superior Corp. 10.75%, due 9/15/08 4,545,000 4,863,150 Interline Brands, Inc. 11.50%, due 5/15/11 3,405,000 3,830,625 MMI Products, Inc. Series B 11.25%, due 4/15/07 2,790,000 2,831,850 -------------- 11,525,625 -------------- CAPITAL MARKETS (0.6%) LaBranche & Co., Inc. 9.50%, due 5/15/09 2,375,000 2,422,500 11.00%, due 5/15/12 5,420,000 5,826,500 -------------- 8,249,000 -------------- CHEMICALS (2.8%) Crompton Corp. 9.875%, due 8/1/12 (c) 5,695,000 6,520,775 Equistar Chemicals, L.P. 7.55%, due 2/15/26 2,400,000 2,370,000 10.125%, due 9/1/08 1,080,000 1,244,700 10.625%, due 5/1/11 (i) 4,400,000 5,104,000 Lyondell Chemical Co. 9.50%, due 12/15/08 1,905,000 2,066,925 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE CHEMICALS (CONTINUED) Lyondell Chemical Co. (continued) Series A 9.625%, due 5/1/07 $ 450,000 $ 495,000 10.50%, due 6/1/13 (i) 3,125,000 3,718,750 Millennium America, Inc. 7.00%, due 11/15/06 1,960,000 2,038,400 7.625%, due 11/15/26 3,150,000 3,102,750 Sovereign Specialty Chemicals, Inc. 11.875%, due 3/15/10 2,667,000 2,857,024 Terra Capital, Inc. 12.875%, due 10/15/08 6,855,000 8,568,750 Witco Corp. 7.75%, due 4/1/23 1,965,000 1,915,875 -------------- 40,002,949 -------------- COMMERCIAL BANKS (0.2%) UGS Corp. 10.00%, due 6/1/12 (c)(i) 2,945,000 3,349,937 -------------- COMMERCIAL SERVICES & SUPPLIES (2.4%) American Color Graphics, Inc. 10.00%, due 6/15/10 2,905,000 2,451,094 El Comandante Capital Corp. 11.75%, due 12/15/05 (d)(e) 891,000 507,870 Geo Sub Corp. 11.00%, due 5/15/12 5,630,000 5,658,150 Language Line, Inc. 11.125%, due 6/15/12 5,305,000 5,623,300 Phoenix Color Corp. 10.375%, due 2/1/09 3,065,000 2,670,381 Protection One Alarm Monitoring, Inc. 7.375%, due 8/15/05 7,970,000 8,049,700 Series B 8.125%, due 1/15/09 3,855,000 3,700,800 Vertrue, Inc. 9.25%, due 4/1/14 6,090,000 6,455,400 -------------- 35,116,695 -------------- COMMUNICATIONS EQUIPMENT (1.1%) Lucent Technologies, Inc. 5.50%, due 11/15/08 (i) 1,745,000 1,792,987 6.45%, due 3/15/29 7,190,000 6,506,950 7.25%, due 7/15/06 (i) 6,635,000 6,933,575 -------------- 15,233,512 -------------- CONSTRUCTION & ENGINEERING (1.5%) AMSTED Industries, Inc. 10.25%, due 10/15/11 (c) 5,800,000 6,554,000 J. Ray McDermott, S.A. 11.00%, due 12/15/13 (c) 5,085,000 5,669,775 </Table> MainStay VP High Yield M- 146 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- CONSTRUCTION & ENGINEERING (CONTINUED) Shaw Group, Inc. (The) 10.75%, due 3/15/10 (i) $ 5,675,000 $ 6,256,688 URS Corp. 11.50%, due 9/15/09 2,927,000 3,366,050 Series B 12.25%, due 5/1/09 55,000 58,575 -------------- 21,905,088 -------------- CONTAINERS & PACKAGING (1.9%) Consolidated Container Co. LLC (zero coupon), due 6/15/09 10.75%, beginning 6/15/07 5,900,000 4,956,000 Owens-Brockway Glass Container, Inc. 7.75%, due 5/15/11 2,060,000 2,229,950 8.25%, due 5/15/13 1,200,000 1,320,000 8.875%, due 2/15/09 5,715,000 6,207,919 Owens-Illinois, Inc. 7.80%, due 5/15/18 2,265,000 2,355,600 8.10%, due 5/15/07 (i) 7,300,000 7,774,500 Tekni-Plex, Inc. 8.75%, due 11/15/13 (c) 2,615,000 2,601,925 -------------- 27,445,894 -------------- DIVERSIFIED FINANCIAL SERVICES (3.5%) Caithness Coso Funding Corp. Series B 9.05%, due 12/15/09 4,302,529 4,732,782 CanWest Media, Inc. 8.00%, due 9/15/12 (c) 5,289,880 5,673,396 Dollar Financial Group, Inc. 9.75%, due 11/15/11 1,930,000 2,094,050 ESI Tractebel Acquisition Corp. Series B 7.99%, due 12/30/11 2,496,000 2,635,866 IPC Acquisition Corp. 11.50%, due 12/15/09 5,830,000 6,383,850 National Beef Packing Co. LLC 10.50%, due 8/1/11 3,500,000 3,675,000 Pharma Services Intermediate Holding Corp. (zero coupon), due 4/1/14 (c) 8,285,000 5,882,350 Rainbow National Services LLC 8.75%, due 9/1/12 (c) 2,940,000 3,226,650 V 10.375%, due 9/1/14 (c) 10,280,000 11,590,700 UCAR Finance, Inc. 10.25%, due 2/15/12 (i) 4,185,000 4,781,362 -------------- 50,676,006 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE DIVERSIFIED TELECOMMUNICATION SERVICES (2.9%) Mountain States Telephone & Telegraph Co. 7.375%, due 5/1/30 (e) $ 2,485,000 $ 2,360,750 Qwest Capital Funding, Inc. 7.75%, due 8/15/06 1,565,000 1,647,163 Qwest Communications International, Inc. 7.25%, due 2/15/11 (c) 2,505,000 2,567,625 Series B 7.50%, due 11/1/08 1,970,000 1,950,300 7.50%, due 2/15/14 (c)(i) 2,130,000 2,151,300 Qwest Corp. 5.625%, due 11/15/08 300,000 305,250 7.25%, due 9/15/25 920,000 894,700 8.875%, due 6/1/31 2,115,000 2,210,175 9.125%, due 3/15/12 (c) 4,820,000 5,567,100 Qwest Services Corp. 13.50%, due 12/15/07 (c) 3,346,000 3,822,805 14.00%, due 12/15/10 (c) 7,417,000 8,918,942 14.50%, due 12/15/14 (c) 2,951,000 3,733,015 Syniverse Technologies, Inc. Series B 12.75%, due 2/1/09 5,440,000 6,201,600 -------------- 42,330,725 -------------- ELECTRIC UTILITIES (1.3%) VCedar Brakes II LLC 9.875%, due 9/1/13 9,101,268 10,876,015 Mirant Americas Generation LLC 7.20%, due 10/1/08 (d) 4,515,000 4,853,625 8.50%, due 10/1/21 (d) 1,940,000 2,022,450 9.125%, due 5/1/31 (d) 945,000 985,163 -------------- 18,737,253 -------------- ELECTRICAL EQUIPMENT (0.4%) Knowles Electronics Holdings, Inc. 13.125%, due 10/15/09 5,510,000 5,744,175 -------------- ENERGY EQUIPMENT & SERVICES (1.4%) El Paso Natural Gas Co. 7.50%, due 11/15/26 385,000 401,844 Series A 7.625%, due 8/1/10 3,975,000 4,352,625 Grant Prideco, Inc. 9.00%, due 12/15/09 365,000 404,237 Series B 9.625%, due 12/1/07 1,000,000 1,117,500 Lone Star Technologies, Inc. Series B 9.00%, due 6/1/11 4,125,000 4,413,750 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 147 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- ENERGY EQUIPMENT & SERVICES (CONTINUED) Parker Drilling Co. 9.625%, due 10/1/13 (i) $ 4,400,000 $ 4,939,000 Series B 10.125%, due 11/15/09 448,000 470,400 Pride International, Inc. 7.375%, due 7/15/14 2,770,000 3,026,225 Seitel, Inc. 11.75%, due 7/15/11 (c) 415,000 437,825 -------------- 19,563,406 -------------- FOOD & STAPLES RETAILING (0.1%) Duane Reade, Inc. 7.01%, due 12/15/10 (c)(j) 1,595,000 1,618,925 -------------- FOOD PRODUCTS (1.1%) Pinnacle Foods Holding Corp. 8.25%, due 12/1/13 (c)(i) 5,025,000 4,786,312 Seminis, Inc. 10.25%, due 10/1/13 4,990,000 5,613,750 Swift & Co. 10.125%, due 10/1/09 650,000 724,750 12.50%, due 1/1/10 4,810,000 5,435,300 -------------- 16,560,112 -------------- GAS UTILITIES (0.4%) ANR Pipeline, Inc. 9.625%, due 11/1/21 4,270,000 5,374,863 Southern Natural Gas Co. 7.35%, due 2/15/31 1,100,000 1,141,250 -------------- 6,516,113 -------------- HEALTH CARE EQUIPMENT & SUPPLIES (0.4%) Fisher Scientific International, Inc. 8.125%, due 5/1/12 5,120,000 5,683,200 -------------- HEALTH CARE PROVIDERS & SERVICES (2.8%) AmeriPath, Inc. 10.50%, due 4/1/13 5,870,000 6,236,875 Caremark Rx, Inc. 7.375%, due 10/1/06 1,960,000 2,075,811 Chemed Corp. 8.75%, due 2/24/11 7,440,000 7,774,800 HCA, Inc. 7.50%, due 11/15/95 (g) 10,270,000 9,615,092 National Nephrology Associates, Inc. 9.00%, due 11/1/11 (c) 1,525,000 1,765,187 Quintiles Transnational Corp. 10.00%, due 10/1/13 6,985,000 7,823,200 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE HEALTH CARE PROVIDERS & SERVICES (CONTINUED) Vanguard Health Holdings, Inc. (zero coupon), due 10/1/14 11.25%, beginning 10/1/09 (c) $ 1,430,000 $ 936,650 9.00%, due 10/1/14 (c) 4,485,000 4,798,950 -------------- 41,026,565 -------------- HOTELS, RESTAURANTS & LEISURE (2.8%) Caesars Entertainment, Inc. 8.875%, due 9/15/08 3,000,000 3,397,500 9.375%, due 2/15/07 875,000 964,688 Gaylord Entertainment Co. 8.00%, due 11/15/13 1,065,000 1,150,200 ITT Corp. 7.375%, due 11/15/15 4,300,000 4,783,750 Jacobs Entertainment, Inc. 11.875%, due 2/1/09 1,765,000 1,994,450 MGM Mirage 8.375%, due 2/1/11 (i) 2,420,000 2,728,550 Mirage Resorts, Inc. 7.25%, due 10/15/06 1,555,000 1,628,862 President Casinos, Inc. 12.00%, due 12/31/05 (c)(d)(e)(l) 895,000 599,650 13.00%, due 12/31/05 (d)(e)(l) 1,752,000 1,086,240 Six Flags, Inc. 9.625%, due 6/1/14 4,420,000 4,442,100 9.75%, due 4/15/13 (i) 2,440,000 2,476,600 Trump Atlantic City Associates 11.25%, due 5/1/06 (d) 8,285,000 7,901,819 Venetian Casino Resort LLC 11.00%, due 6/15/10 6,130,000 6,995,862 -------------- 40,150,271 -------------- HOUSEHOLD DURABLES (0.2%) Fedders North America, Inc. 9.875%, due 3/1/14 2,270,000 1,850,050 Foamex L.P. 10.75%, due 4/1/09 740,000 723,350 -------------- 2,573,400 -------------- INSURANCE (0.9%) Crum & Forster Holdings Corp. 10.375%, due 6/15/13 4,200,000 4,683,000 Fremont General Corp. Series B 7.875%, due 3/17/09 4,845,000 4,917,675 Lumbermens Mutual Casualty 8.45%, due 12/1/97 (c)(d) 555,000 56 9.15%, due 7/1/26 (c)(d) 12,235,000 1,223 Provident Companies, Inc. 7.25%, due 3/15/28 870,000 823,238 </Table> MainStay VP High Yield M- 148 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- INSURANCE (CONTINUED) UnumProvident Corp. 6.75%, due 12/15/28 $ 2,055,000 $ 1,854,637 -------------- 12,279,829 -------------- INTERNET SOFTWARE & SERVICES (0.1%) Globix Corp. 11.00%, due 5/1/08 (c)(e)(m) 1,473,940 1,356,025 -------------- IT SERVICES (0.5%) Electronic Data Systems Corp. Series B 6.50%, due 8/1/13 515,000 543,784 7.125%, due 10/15/09 1,770,000 1,949,455 7.45%, due 10/15/29 1,040,000 1,123,706 Unisys Corp. 7.25%, due 1/15/05 2,525,000 2,657,563 8.125%, due 6/1/06 705,000 705,000 -------------- 6,979,508 -------------- MACHINERY (1.1%) Dresser-Rand Group, Inc. 7.375%, due 11/1/14 (c)(i) 1,325,000 1,351,500 Mark IV Industries, Inc. 7.50%, due 9/1/07 7,905,000 7,707,375 Mueller Group, Inc. 10.00%, due 5/1/12 3,385,000 3,689,650 Thermadyne Holdings Corp. 9.25%, due 2/1/14 2,555,000 2,491,125 -------------- 15,239,650 -------------- MEDIA (4.5%) Adelphia Communications Corp. Series B 9.25%, due 10/1/05 (d) 390,000 373,425 9.375%, due 11/15/09 (d) 2,265,000 2,236,687 10.25%, due 11/1/06 (d) 3,285,000 3,194,663 10.25%, due 6/15/11 (d) 6,425,000 6,505,312 Dex Media East LLC 12.125%, due 11/15/12 625,000 761,719 FrontierVision Holdings, L.P. 11.875%, due 9/15/07 (d) 2,750,000 3,671,250 Series B 11.875%, due 9/15/07 (d) 1,650,000 2,202,750 FrontierVision Operating Partners L.P. 11.00%, due 10/15/06 (d) 5,475,000 7,172,250 LCE Acquisition Corp. 9.00%, due 8/1/14 (c) 3,710,000 4,016,075 Medianews Group, Inc. 6.875%, due 10/1/13 1,615,000 1,655,375 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE MEDIA (CONTINUED) Morris Publishing Group LLC 7.00%, due 8/1/13 $ 4,820,000 $ 4,916,400 PanAmSat Corp. 9.00%, due 8/15/14 (c) 3,875,000 4,325,469 Paxson Communications Corp. (zero coupon), due 1/15/09 12.25% beginning 1/15/06 7,185,000 6,717,975 Radio One, Inc. Series B 8.875%, due 7/1/11 2,675,000 2,912,406 Spanish Broadcasting System, Inc. 9.625%, due 11/1/09 2,315,000 2,430,750 United Artists Theatres Circuit, Inc. 9.30%, due 7/1/15 (e) 1,230,083 1,254,685 Vertis, Inc. 9.75%, due 4/1/09 3,880,000 4,209,800 Warner Music Group 7.375%, due 4/15/14 (c) 2,240,000 2,296,000 Young Broadcasting, Inc. 8.50%, due 12/15/08 780,000 834,600 Ziff Davis Media, Inc. Series B 13.00%, due 8/12/09 (m) 2,582,239 2,762,996 -------------- 64,450,587 -------------- METALS & MINING (0.7%) Allegheny Ludlum Corp. 6.95%, due 12/15/25 4,420,000 4,331,600 Allegheny Technologies, Inc. 8.375%, due 12/15/11 1,390,000 1,542,900 United States Steel Corp. 9.75%, due 5/15/10 645,000 735,300 10.75%, due 8/1/08 2,590,000 3,049,725 -------------- 9,659,525 -------------- MULTI-UTILITIES & UNREGULATED POWER (4.9%) AES Corp. (The) 7.75%, due 3/1/14 4,410,000 4,784,850 9.00%, due 5/15/15 (c)(g) 7,025,000 8,043,625 AES Eastern Energy L.P. Series 1999-A 9.00%, due 1/2/17 8,173,938 9,277,420 Calpine Corp. 7.625%, due 4/15/06 175,000 171,938 7.75%, due 4/15/09 (i) 1,790,000 1,369,350 V 8.50%, due 7/15/10 (c)(i) 13,227,000 11,342,153 8.75%, due 7/15/07 1,040,000 910,000 Calpine Gilroy, L.P. 10.00% due 9/30/14 (d)(e)(h) 5,113,119 5,113,119 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 149 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- MULTI-UTILITIES & UNREGULATED POWER (CONTINUED) Dynegy Holdings, Inc. 9.875%, due 7/15/10 (c) $ 8,905,000 $ 9,951,338 10.125%, due 7/15/13 (c) 2,690,000 3,080,050 NRG Energy, Inc. 8.00%, due 12/15/13 (c) 7,415,000 8,082,350 Reliant Energy, Inc. 9.25%, due 7/15/10 1,535,000 1,711,525 Salton Sea Funding Corp. Series B 7.37%, due 5/30/05 (e) 421,996 426,117 Tiverton/Rumford Power Associates Ltd., L.P. 9.00%, due 7/15/18 (c) 5,508,260 4,406,608 Westar Energy, Inc. 7.125%, due 8/1/09 855,000 938,860 7.875%, due 5/1/07 1,205,000 1,310,372 -------------- 70,919,675 -------------- OIL & GAS (3.8%) El Paso Corp. 6.95%, due 12/15/07 (i) 1,005,000 1,052,738 7.80%, due 8/1/31 1,145,000 1,099,200 VEl Paso Production Holding Co. 7.75%, due 6/1/13 12,625,000 13,224,687 Energy Corp. of America Series A 9.50%, due 5/15/07 2,900,000 2,769,500 Evergreen Resources, Inc. 5.875%, due 3/15/12 3,165,000 3,306,995 EXCO Resources, Inc. 7.25%, due 1/15/11 4,190,000 4,483,300 Forest Oil Corp. 8.00%, due 12/15/11 3,465,000 3,958,762 Gas Transmission Northwest Corp. 7.10%, due 6/1/05 4,630,000 4,703,126 Hilcorp Energy I L.P. 10.50%, due 9/1/10 (c) 455,000 514,150 Newfield Exploration Co. 7.625%, due 3/1/11 345,000 388,125 8.375%, due 8/15/12 340,000 380,800 Northwest Pipeline Corp. 7.125%, due 12/1/25 4,180,000 4,368,100 Pacific Energy Partners L.P. 7.125%, due 6/15/14 3,475,000 3,700,875 Plains Exploration & Production Co. Series B 8.75%, due 7/1/12 3,310,000 3,698,925 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE OIL & GAS (CONTINUED) Vintage Petroleum, Inc. 8.25%, due 5/1/12 (g) $ 7,205,000 $ 7,943,513 -------------- 55,592,796 -------------- PAPER & FOREST PRODUCTS (2.1%) Bowater, Inc. 9.00%, due 8/1/09 2,205,000 2,451,636 Georgia-Pacific Corp. 7.25%, due 6/1/28 3,375,000 3,611,250 7.375%, due 12/1/25 1,310,000 1,431,175 7.75%, due 11/15/29 2,105,000 2,357,600 8.00%, due 1/15/24 5,330,000 6,182,800 8.875%, due 2/1/10 1,180,000 1,373,225 8.875%, due 5/15/31 5,535,000 6,918,750 9.375%, due 2/1/13 1,600,000 1,864,000 Pope & Talbot, Inc. 8.375%, due 6/1/13 3,740,000 3,927,000 -------------- 30,117,436 -------------- PHARMACEUTICALS (0.2%) WH Holdings Ltd. 9.50%, due 4/1/11 2,540,000 2,794,000 -------------- REAL ESTATE (2.0%) American Real Estate Partners L.P. 8.125%, due 6/1/12 (g) 6,705,000 7,149,206 CB Richard Ellis Services, Inc. 9.75%, due 5/15/10 2,093,000 2,386,020 11.25%, due 6/15/11 5,290,000 6,083,500 Crescent Real Estate Equities L.P. 7.50%, due 9/15/07 6,920,000 7,421,700 OMEGA Healthcare Investors, Inc. 7.00%, due 4/1/14 6,175,000 6,344,813 -------------- 29,385,239 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.8%) Amkor Technology, Inc. 7.125%, due 3/15/11 (i) 4,665,000 4,385,100 7.75%, due 5/15/13 (i) 535,000 502,900 10.50%, due 5/1/09 (i) 2,560,000 2,560,000 MagnaChip Semiconductor SA 5.76%, due 12/15/11 (c)(j) 2,690,000 2,763,975 8.00%, due 12/15/14 (c) 1,910,000 1,991,175 -------------- 12,203,150 -------------- SPECIALIZED SERVICES (0.2%) Venoco, Inc. 8.75%, due 12/15/11 (c) 2,730,000 2,811,900 -------------- </Table> MainStay VP High Yield M- 150 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- SPECIALTY RETAIL (0.5%) Rent-Way, Inc. 11.875%, due 6/15/10 $ 4,045,000 $ 4,555,681 Stratus Technologies, Inc. 10.375%, due 12/1/08 3,215,000 2,901,538 -------------- 7,457,219 -------------- TOBACCO (0.6%) Commonwealth Brands, Inc. 9.75%, due 4/15/08 (c) 5,635,000 5,916,750 10.625%, due 9/1/08 (c) 3,110,000 3,265,500 -------------- 9,182,250 -------------- TRANSPORTATION INFRASTRUCTURE (0.2%) Great Lakes Dredge & Dock Corp. 7.75%, due 12/15/13 (i) 3,400,000 3,094,000 -------------- WIRELESS TELECOMMUNICATION SERVICES (1.8%) Alamosa Delaware, Inc. (zero coupon), due 7/31/09 12.00% beginning 7/31/05 6,010,000 6,520,850 11.00%, due 7/31/10 513,000 604,058 American Tower Escrow Corp. (zero coupon), due 8/1/08 1,305,000 975,487 Dobson Cellular Systems 6.96%, due 11/1/11 (c)(j) 1,100,000 1,138,500 8.375%, due 11/1/11 (c) 1,105,000 1,140,913 9.875%, due 11/1/12 (c)(i) 1,945,000 1,915,825 Dobson Communications Corp. 8.875%, due 10/1/13 845,000 593,612 10.875%, due 7/1/10 (i) 1,345,000 1,042,375 Loral CyberStar, Inc. 10.00%, due 7/15/06 (d) 5,773,000 4,387,480 Triton PCS, Inc. 8.50%, due 6/1/13 3,930,000 3,792,450 US Unwired, Inc. Series B 8.50%, due 6/15/12 2,875,000 3,241,562 -------------- 25,353,112 -------------- Total Corporate Bonds (Cost $784,643,571) 854,726,713 -------------- FOREIGN CORPORATE BONDS (7.9%) - --------------------------------------------------------------------------------- AEROSPACE & DEFENSE (0.4%) Heckler & Koch GmbH 9.25%, due 7/15/11 (c) 3,505,000 5,335,871 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE BROADCASTING & PUBLISHING (0.1%) Telenet Communications NV 9.00%, due 12/15/13 (c) E 880,000 $ 1,327,715 -------------- CHEMICALS (0.4%) Invista 9.25%, due 5/1/12 (c) $ 5,250,000 5,853,750 -------------- COMMERCIAL SERVICES & SUPPLIES (0.6%) Quebecor Media, Inc. (zero coupon), due 7/15/11 13.75%, beginning 7/15/06 8,180,000 8,098,200 11.125%, due 7/15/11 955,000 1,091,088 -------------- 9,189,288 -------------- CONTAINERS & PACKAGING (0.8%) Crown Euro Holdings S.A. 9.50%, due 3/1/11 (i) 6,295,000 7,176,300 10.875%, due 3/1/13 (i) 4,280,000 5,061,100 -------------- 12,237,400 -------------- ELECTRIC UTILITIES (0.2%) WRG Acquisitions PLC 8.3638%, due 12/15/11 (c)(j) L 1,450,000 2,881,292 -------------- FOOD & STAPLES RETAILING (0.2%) Parmalat Finance Corp. BV 6.25%, due 2/7/05 (d)(f) E 7,330,000 2,191,926 -------------- FOOD PRODUCTS (0.5%) Burns Philp Capital Property Ltd. 9.50%, due 11/15/10 $ 1,545,000 1,707,225 10.75%, due 2/15/11 4,785,000 5,383,125 -------------- 7,090,350 -------------- INSURANCE (0.1%) Lindsey Morden Group, Inc. Series B 7.00%, due 6/16/08 C$ 2,963,000 2,150,255 -------------- MARINE (0.4%) Navigator Gas Transport PLC 10.50%, due 6/30/07 (c)(d)(e) $ 7,885,000 5,923,606 -------------- MEDIA (1.8%) CanWest Media, Inc. Series B 7.625%, due 4/15/13 820,000 892,775 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 151 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE FOREIGN CORPORATE BONDS (CONTINUED) - --------------------------------------------------------------------------------- MEDIA (CONTINUED) Hollinger, Inc. 12.875%, due 3/1/11 (c) $ 1,849,000 $ 2,181,820 2nd Lien 11.875%, due 3/1/11 (c) 625,000 630,469 Shaw Communications, Inc. 7.50%, due 11/20/13 C$ 5,470,000 4,942,974 Sun Media Corp. 7.625%, due 2/15/13 $ 2,330,000 2,542,612 Telenet Group Holding NV (zero coupon), due 6/15/14 11.50%, beginning 12/15/08 (c)(i) 3,715,000 2,823,400 VOno Finance PLC 10.50%, due 5/15/14 (c) E 8,135,000 12,660,833 -------------- 26,674,883 -------------- MULTI-UTILITIES & UNREGULATED POWER (0.5%) Calpine Canada Energy Finance 8.50%, due 5/1/08 (i) $ 9,365,000 7,679,300 -------------- PAPER & FOREST PRODUCTS (0.4%) Norske Skog Canada Ltd. 7.375%, due 3/1/14 1,590,000 1,657,575 Tembec Industries, Inc. 7.75%, due 3/15/12 2,475,000 2,394,563 8.50%, due 2/1/11 1,070,000 1,075,350 -------------- 5,127,488 -------------- PERSONAL PRODUCTS (0.3%) Jafra Cosmetics International, Inc. 10.75%, due 5/15/11 3,560,000 4,022,800 -------------- ROAD & RAIL (0.3%) Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V. 12.50%, due 6/15/12 4,005,000 4,675,837 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.1%) STATS ChipPAC Ltd. 6.75%, due 11/15/11 (c) 1,060,000 1,049,400 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE WIRELESS TELECOMMUNICATION SERVICES (0.8%) Inmarsat Finance PLC (zero coupon), due 11/15/12 10.375%, beginning 11/15/08 (c) $ 6,585,000 $ 4,741,200 Millicom International Cellular S.A. 10.00%, due 12/1/13 (c) 6,225,000 6,512,906 -------------- 11,254,106 -------------- Total Foreign Corporate Bonds (Cost $99,856,947) 114,665,267 -------------- LOAN ASSIGNMENTS & PARTICIPATIONS (1.2%) - --------------------------------------------------------------------------------- AUTO COMPONENTS (0.3%) Goodyear Tire & Rubber Co. (The) Bank debt, Term Loan 7.03%, due 3/31/06 (h)(j) 4,800,000 4,860,000 -------------- CONTAINERS & PACKAGING (0.1%) Graham Packaging Co., Inc. Bank debt, Term Loan C 6.813%, due 4/7/12 (h)(j) 1,000,000 1,024,500 -------------- DIVERSIFIED TELECOMMUNICATION SERVICES (0.3%) Qwest Corp. Bank debt, Term Loan B 6.95%, due 6/30/10 (h)(j) 4,250,000 4,347,750 -------------- MULTI-UTILITIES & UNREGULATED POWER (0.0%) (B) Mirant Corp. Bank debt, Revolver 5 4.65%, due 7/17/05 (d)(h)(j) 1,262,754 956,536 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.4%) Amkor Technology, Inc. 2nd Lien Term Loan 6.86%, due 10/27/10 (h)(j) 5,000,000 5,208,335 -------------- </Table> MainStay VP High Yield M- 152 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE LOAN ASSIGNMENTS & PARTICIPATIONS (CONTINUED) - --------------------------------------------------------------------------------- TEXTILES, APPAREL & LUXURY GOODS (0.1%) Jostens IH Corp. Bank debt, Term Loan C 4.67%, due 10/4/11 (h)(j) $ 1,000,000 $ 1,006,429 -------------- Total Loan Assignments & Participations (Cost $16,991,472) 17,403,550 -------------- YANKEE BONDS (3.8%) (N) - --------------------------------------------------------------------------------- CONTAINERS & PACKAGING (0.7%) Crown Cork & Seal Finance PLC 7.00%, due 12/15/06 4,925,000 5,171,250 Smurfit Capital Funding PLC 7.50%, due 11/20/25 4,475,000 4,452,625 -------------- 9,623,875 -------------- ENERGY EQUIPMENT & SERVICES (0.9%) Petroleum Geo-Services ASA 8.00%, due 11/5/06 1,050,691 1,071,705 V 10.00%, due 11/5/10 11,219,054 12,789,721 -------------- 13,861,426 -------------- INSURANCE (0.4%) Fairfax Financial Holdings Ltd. 7.375%, due 4/15/18 (i) 795,000 755,250 7.75%, due 4/26/12 885,000 902,700 7.75%, due 7/15/37 135,000 121,500 8.30%, due 4/15/26 (i) 3,865,000 3,778,038 -------------- 5,557,488 -------------- MARINE (0.2%) Sea Containers Ltd. Series B 10.75%, due 10/15/06 2,995,000 3,137,263 -------------- MEDIA (0.4%) Rogers Cablesystem, Ltd. Series B 10.00%, due 3/15/05 2,210,000 2,240,388 11.00%, due 12/1/15 3,045,000 3,395,175 -------------- 5,635,563 -------------- METALS & MINING (0.4%) Algoma Steel, Inc. 11.00%, due 12/31/09 5,063,000 5,632,587 -------------- PAPER & FOREST PRODUCTS (0.5%) Tembec Industries, Inc. 8.625%, due 6/30/09 7,175,000 7,210,875 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE ROAD & RAIL (0.1%) Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V. 11.75%, due 6/15/09 $ 935,000 $ 952,531 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.2%) Rogers Cantel, Inc. 9.75%, due 6/1/16 2,560,000 3,059,200 -------------- Total Yankee Bonds (Cost $48,367,504) 54,670,808 -------------- Total Long-Term Bonds (Cost $996,176,166) 1,086,712,688 -------------- <Caption> SHARES VALUE COMMON STOCKS (2.3%) - --------------------------------------------------------------------------------- AUTO COMPONENTS (0.4%) Goodyear Tire & Rubber Co. (The) (a) 424,400 6,221,704 -------------- DIVERSIFIED TELECOMMUNICATION SERVICES (0.0%) (B) ICO Global Communications Holdings Ltd. (a)(e) 728,403 437,042 -------------- HEALTH CARE PROVIDERS & SERVICES (0.1%) QuadraMed Corp. (a)(e) 486,384 1,215,960 Skilled Healthcare Group, Inc. (a)(e)(h)(l) 1,691 27,056 -------------- 1,243,016 -------------- INTERNET SOFTWARE & SERVICES (0.1%) Globix Corp. (a)(e)(h)(l) 236,469 611,864 Remote Dynamics, Inc. (a) 72,541 73,266 -------------- 685,130 -------------- MACHINERY (0.3%) Joy Global, Inc. 14,265 619,529 Morris Material Handling, Inc. (a)(e)(h)(l) 9,371 49,666 Thermadyne Holdings Corp. (a)(e) 272,057 3,577,550 -------------- 4,246,745 -------------- MEDIA (1.1%) VUnitedGlobalCom, Inc. (a) 1,633,609 15,780,663 -------------- METALS & MINING (0.1%) ACP Holding Co. (a)(c)(e) 739,787 1,220,648 -------------- PAPER & FOREST PRODUCTS (0.1%) Abitibi-Consolidated, Inc. 286,870 1,985,140 -------------- </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 153 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - --------------------------------------------------------------------------------- TOBACCO (0.0%) (B) North Atlantic Trading Co., Inc. (a)(e)(h)(l) 2,418 $ 24 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.1%) NEON Communications, Inc. (a)(e)(h)(l) 367,043 458,804 US Unwired, Inc. (a) 67,720 325,056 -------------- 783,860 -------------- Total Common Stocks (Cost $33,506,848) 32,603,972 -------------- CONVERTIBLE PREFERRED STOCKS (0.4%) - --------------------------------------------------------------------------------- DIVERSIFIED FINANCIAL SERVICES (0.0%) (B) Pacific & Atlantic (Holdings), Inc. 7.50%, Class A (e)(h)(l) 14,496 145 -------------- HEALTH CARE PROVIDERS & SERVICES (0.4%) QuadraMed Corp. (c)(e) 234,600 5,161,200 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.0%) (B) NEON Communications, Inc. 12.00% (a)(e)(h)(l)(m) 39,998 449,977 -------------- Total Convertible Preferred Stocks (Cost $6,310,726) 5,611,322 -------------- PREFERRED STOCKS (1.4%) - --------------------------------------------------------------------------------- COMMERCIAL SERVICES & SUPPLIES (0.0%) (B) Colorado Prime Corp. (a)(e)(h)(l)(m) 1,395 14 -------------- MEDIA (0.5%) Haights Cross Communications, Inc. 16.00% Class B (e)(h)(m) 91,000 4,777,500 Paxson Communications Corp. 14.25% (m) 349 2,562,651 Ziff Davis Media, Inc. 10.00% Series E-1 (a)(e) 674 465,060 -------------- 7,805,211 -------------- </Table> <Table> <Caption> SHARES VALUE REAL ESTATE (0.9%) VSovereign Real Estate Investment Corp. 12.00%, Class A (c) 8,455 $ 12,809,325 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.0%) (B) Rural Cellular Corp. 11.375% Series B (a)(m) 2 1,356 -------------- Total Preferred Stocks (Cost $20,882,790) 20,615,906 -------------- WARRANTS (0.1%) - --------------------------------------------------------------------------------- DIVERSIFIED FINANCIAL SERVICES (0.0%) (B) ASAT Finance LLC Strike Price $18.60 Expire 11/1/06 (a)(c)(e)(l) 1,530 15 -------------- MEDIA (0.0%) (B) Haights Cross Communications, Inc. Strike Price $0.001 Expire 12/10/11 (a)(e)(h)(l) 91 1 Preferred Class A Strike Price $0.001 Expire 12/10/11 (a)(e)(h)(l) 86,850 868 Ono Finance PLC Strike Price $0.01 Expire 2/15/11 (a)(c)(e)(l) 7,855 79 Ziff Davis Media, Inc. Strike Price $0.001 Expire 8/12/12 (a)(c) 123,640 12,364 -------------- 13,312 -------------- METALS & MINING (0.1%) ACP Holding Co. Strike Price $0.01 Expire 10/7/13 (a)(c)(e) 744,004 1,227,607 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.0%) (B) NEON Communications, Inc. Strike Price $0.01 Expire 12/2/12 (a)(e)(h)(l) 367,043 3,670 Class A Strike Price $0.01 Expire 12/2/12 (a)(e)(h)(l) 200,064 250,080 Redeemable Preferred Strike Price $0.01 Expire 12/2/12 (a)(e)(h)(l) 240,062 2,401 </Table> MainStay VP High Yield M- 154 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE WARRANTS (CONTINUED) - --------------------------------------------------------------------------------- WIRELESS TELECOMMUNICATION SERVICES (CONTINUED) UbiquiTel, Inc. Strike Price $22.74 Expire 4/15/10 (a)(c)(e) 2,510 $ 25 -------------- 256,176 -------------- Total Warrants (Cost $1,150,768) 1,497,110 -------------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (26.7%) - --------------------------------------------------------------------------------- COMMERCIAL PAPER (20.2%) AIG Funding, Inc. 2.31%, due 1/6/05 $ 26,730,000 26,721,414 American Express Credit Corp. 2.26%, due 1/11/05 17,000,000 16,989,326 American General Finance Corp. 2.27%, due 1/14/05 19,125,000 19,109,321 BellSouth Corp. 2.28%, due 1/19/05 13,035,000 13,020,136 Chevron Texaco Funding Corp. 2.25%, due 1/12/05 17,000,000 16,988,310 General Electric Capital Corp. 2.28%, due 1/27/05 20,000,000 19,967,056 Goldman Sachs Group, Inc. (The) 2.33%, due 1/3/05 2,000,000 1,999,741 International Business Machines Corp. 2.16%, due 1/7/05 25,000,000 24,990,994 Merrill Lynch & Co., Inc. 2.28%, due 1/24/05 18,000,000 17,973,773 Morgan Stanley & Co. 2.32%, due 1/5/05 45,000,000 44,988,387 Stanfield Victoria Funding LLC 2.1462%, due 1/25/05 (o) 20,000,000 19,972,000 UBS Finance Delaware LLC 2.18%, due 1/3/05 26,365,000 26,361,807 2.30%, due 1/10/05 2,865,000 2,863,351 USAA Capital Corp. 2.29%, due 1/7/05 17,500,000 17,493,319 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE COMMERCIAL PAPER (CONTINUED) Wachovia Capital Markets, LLC 2.3824%, due 1/03/05 (o) $ 22,000,000 $ 22,000,000 -------------- Total Commercial Paper (Cost $291,438,935) 291,438,935 -------------- <Caption> SHARES VALUE INVESTMENT COMPANIES (1.9%) AIM Institutional Funds Group (o) 782,154 782,154 Merrill Lynch Premier Institutional Fund 26,351,251 26,351,251 -------------- Total Investment Companies (Cost $27,133,405) 27,133,405 -------------- PRINCIPAL AMOUNT VALUE MASTER NOTE (0.4%) Bank of America Securities LLC 2.3925, due 1/3/05 (o) $ 6,340,000 6,340,000 -------------- Total Master Note (Cost $6,340,000) 6,340,000 -------------- REPURCHASE AGREEMENTS (4.1%) Credit Suisse First Boston LLC 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $10,702,107 (o) (Collateralized by Various Bonds with a Principal Amount of $12,748,867 and a Market Value of $10,914,065) (p) 10,700,000 10,700,000 Dresdner Kleinwort Wasserstein Securities, LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $500,099 (o) (Collateralized by Various Bonds with a Principal Amount of $524,017 and a Market Value of $525,021) (p) 500,000 500,000 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 155 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - --------------------------------------------------------------------------------- REPURCHASE AGREEMENTS (CONTINUED) Lehman Brothers, Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $19,226,785 (o) (Collateralized by Various Bonds with a Principal Amount of $26,154,066 and a Market Value of $19,607,130) (p) $ 19,223,000 $ 19,223,000 Merrill Lynch & Co., Inc. 2.3924%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $17,437,476 (o) (Collateralized by Various Bonds with a Principal Amount of $17,206,637 and a Market Value of $18,305,726) (p) 17,434,000 17,434,000 Morgan Stanley & Co. 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $11,702,303 (o) (Collateralized by Various Bonds with a Principal Amount of $20,526,504 and a Market Value of $12,340,321) (p) 11,700,000 11,700,000 -------------- Total Repurchase Agreements (Cost $59,557,000) 59,557,000 -------------- </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM LOAN ASSIGNMENT & PARTICIPATION (0.1%) - --------------------------------------------------------------------------------- MULTI-UTILITIES & UNREGULATED POWER (0.1%) Mirant Corp. Bank debt, Revolver 1 4.75%, due 1/15/05 (d)(h)(j) $ 1,480,000 $ 1,042,660 -------------- Total Short-Term Loan Assignment & Participation (Cost $1,226,194) 1,042,660 -------------- Total Short-Term Investments (Cost $385,695,534) 385,512,000 -------------- Total Investments (Cost $1,443,722,832) (q) 106.1% $1,532,552,998(r) Liabilities in Excess of Cash and Other Assets (6.1) (88,785,086) ------------ -------------- Net Assets 100.0% $1,443,767,912 ============ ============== </Table> MainStay VP High Yield M- 156 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) May be sold to institutional investors only. (d) Issue in default. (e) Illiquid security. (f) Issuer in bankruptcy. (g) Partially segregated for unfunded loan commitments. (h) Restricted security. (i) Represents a security, or a portion thereof, which is out on loan. (j) Floating rate. Rate shown is the rate in effect at December 31, 2004. (k) LYON-Liquid Yield Option Note: callable, zero coupon securities priced at a deep discount from par. They include a "put" feature that enables holders to redeem them at a specific date, at a specific price. Put prices reflect fixed interest rates, and therefore increase over time. (l) Fair valued security. (m) PIK ("Payment in Kind") -- Interest or dividend payment is made with additional securities. (n) Yankee bond--Dollar denominated bonds issued in the United States by foreign banks and corporations. (o) Represents a security, or a portion thereof, purchased with cash collateral received for securities on loan. (p) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (q) The cost for federal income tax purposes is $1,445,101,645. (r) At December 31, 2004, net unrealized appreciation was $87,451,353 based on cost for federal income tax pur- poses. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $126,280,509 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $38,829,156. The following abbreviations are used in the above portfolio: C$ -- Canadian Dollar. E -- Euro. L -- Pound Sterling. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 157 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $1,443,722,832) including $103,425,725 market value of securities loaned $1,532,552,998 Cash denominated in foreign currencies (identified cost $68,352) 68,440 Cash 1,692,875 Deposit with security lending agent for securities loaned 501 Receivables: Dividends and interest 18,920,181 Fund shares sold 982,008 Investments securities sold 295,621 Other assets 3,477 -------------- Total assets 1,554,516,101 -------------- LIABILITIES: Securities lending collateral 108,651,656 Payables: Investment securities purchased 1,007,923 Adviser 359,649 Administrator 239,766 Shareholder communication 212,113 Fund shares redeemed 109,487 NYLIFE Distributors 55,141 Custodian 22,107 Accrued expenses 90,347 -------------- Total liabilities 110,748,189 -------------- Net assets $1,443,767,912 ============== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 300 million shares authorized Initial Class $ 1,179,673 Service Class 279,576 Additional paid-in capital 1,475,926,220 Accumulated distributions in excess of net investment income (3,126,487) Accumulated net realized loss on investments (119,346,779) Net unrealized appreciation on investments 88,855,709 -------------- Net assets $1,443,767,912 ============== INITIAL CLASS Net assets applicable to outstanding shares $1,167,527,242 ============== Shares of capital stock outstanding 117,967,349 ============== Net asset value per share outstanding $ 9.90 ============== SERVICE CLASS Net assets applicable to outstanding shares $ 276,240,670 ============== Shares of capital stock outstanding 27,957,612 ============== Net asset value per share outstanding $ 9.88 ============== </Table> MainStay VP High Yield M- 158 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $ 99,164,106 Dividends (a) 2,035,321 Income from securities loaned -- net 500,189 ------------ Total income 101,699,616 ------------ EXPENSES: Advisory 3,817,867 Administration 2,545,244 Shareholder communication 630,214 Distribution and service -- Service Class 422,254 Professional 152,464 Custodian 124,463 Directors 83,579 Portfolio pricing 35,533 Miscellaneous 64,533 ------------ Total expenses 7,876,151 Reimbursement of advisory fee (58,744) ------------ Net expenses 7,817,407 ------------ Net investment income 93,882,209 ------------ REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized gain from: Security transactions 39,129,753 Foreign currency transactions 2,692,087 ------------ Net realized gain on investments and foreign currency transactions 41,821,840 ------------ Net change in unrealized appreciation on: Security transactions 18,836,371 Translation of other assets and liabilities in foreign currencies 5,587 ------------ Net change in unrealized appreciation on investments and foreign currency transactions 18,841,958 ------------ Net realized and unrealized gain on investments and foreign currency transactions 60,663,798 ------------ Net increase in net assets resulting from operations $154,546,007 ============ </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $3,073. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 159 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 93,882,209 $ 78,202,938 Net realized gain (loss) on investments and foreign currency transactions 41,821,840 (66,953,054) Net change in unrealized appreciation (depreciation) on investments and foreign currency transactions 18,841,958 267,652,672 ------------------------------- Net increase in net assets resulting from operations 154,546,007 278,902,556 ------------------------------- Dividends to shareholders: From net investment income: Initial Class (77,608,906) (73,734,344) Service Class (17,767,155) (5,027,950) ------------------------------- Total dividends to shareholders (95,376,061) (78,762,294) ------------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 98,801,775 247,591,043 Service Class 180,342,620 76,651,823 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 77,608,906 73,734,344 Service Class 17,767,155 5,027,950 ------------------------------- 374,520,456 403,005,160 Cost of shares redeemed: Initial Class (178,035,733) (103,653,652) Service Class (6,260,880) (1,617,935) ------------------------------- (184,296,613) (105,271,587) Increase in net assets derived from capital share transactions 190,223,843 297,733,573 ------------------------------- Net increase in net assets 249,393,789 497,873,835 NET ASSETS: Beginning of year 1,194,374,123 696,500,288 ------------------------------- End of year $1,443,767,912 $1,194,374,123 =============================== Accumulated distributions in excess of net investment income at end of year $ (3,126,487) $ (4,324,838) =============================== </Table> MainStay VP High Yield M- 160 Corporate Bond Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS ------------------------------------------------------------------------ YEAR ENDED DECEMBER 31, 2004 2003 2002 2001 2000 Net asset value at beginning of period $ 9.41 $ 7.39 $ 8.09 $ 8.72 $ 10.69 ---------- ---------- -------- -------- -------- Net investment income 0.70 0.75(b) 0.85 1.05(c) 1.32 Net realized and unrealized gain (loss) on investments 0.47 1.93 (0.67) (0.64)(c) (1.96) Net realized and unrealized gain (loss) on foreign currency 0.02 0.01 (0.02) 0.01 0.02 ---------- ---------- -------- -------- -------- Total from investment operations 1.19 2.69 0.16 0.42 (0.62) ---------- ---------- -------- -------- -------- Less dividends and distributions: From net investment income (0.70) (0.67) (0.86) (1.05) (1.35) From net realized gain on investments -- -- -- -- (0.00)(d) ---------- ---------- -------- -------- -------- Total dividends and distributions (0.70) (0.67) (0.86) (1.05) (1.35) ---------- ---------- -------- -------- -------- Net asset value at end of period $ 9.90 $ 9.41 $ 7.39 $ 8.09 $ 8.72 ========== ========== ======== ======== ======== Total investment return 12.72% 36.37% 2.05% 4.91% (5.87%) Ratios (to average net assets)/Supplemental Data: Net investment income 7.40% 8.51% 10.44% 11.61%(c) 12.10% Expenses 0.59% 0.60% 0.60% 0.58% 0.60% Portfolio turnover rate 39% 43% 49% 56% 64% Net assets at end of period (in 000's) $1,167,527 $1,114,766 $696,500 $684,738 $616,807 <Caption> SERVICE CLASS --------------------------- JUNE 4, 2003(A) YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, 2004 2003 Net asset value at beginning of period $ 9.40 $ 8.69 -------- ------- Net investment income 0.68 0.44(b) Net realized and unrealized gain (loss) on investments 0.47 0.92 Net realized and unrealized gain (loss) on foreign currency 0.02 0.00(d) -------- ------- Total from investment operations 1.17 1.36 -------- ------- Less dividends and distributions: From net investment income (0.69) (0.65) From net realized gain on investments -- -- -------- ------- Total dividends and distributions (0.69) (0.65) -------- ------- Net asset value at end of period $ 9.88 $ 9.40 ======== ======= Total investment return 12.44% 15.66%(e) Ratios (to average net assets)/Supplemental Data: Net investment income 7.15% 8.26%+(f) Expenses 0.84% 0.85%+ Portfolio turnover rate 39% 43% Net assets at end of period (in 000's) $276,241 $79,608 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) As required, effective January 1, 2001 the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 is shown below. Per share ratios and supplemental data for periods prior to January 1, 2001 have not been restated to reflect this change in presentation. </Table> <Table> Decrease net investment income $(0.00)(d) Increase net realized and unrealized gains and losses 0.00(d) Decrease ratio of net investment income (0.03%) </Table> <Table> (d) Less than one cent per share. (e) Total return is not annualized. (f) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 161 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (82.4%)+ - ----------------------------------------------------------------------------- AUSTRALIA (0.7%) Australian Gas Light Co., Ltd. (multi-utilities & unregulated power) 154,904 $ 1,663,581 ------------ BERMUDA (0.6%) RenaissanceRe Holdings Ltd. (insurance) 24,400 1,270,752 ------------ CANADA (0.1%) Bank of Montreal (commercial banks) 4,700 226,576 ------------ DENMARK (1.0%) Danske Bank A/S (commercial banks) 74,445 2,281,962 ------------ FINLAND (0.9%) TietoEnator Oyj (IT services) 67,140 2,135,485 ------------ FRANCE (4.3%) BNP Paribas, S.A. (diversified financial services) 52,794 3,824,820 Dexia (commercial banks) 63,800 1,468,172 M6 Metropole Television (broadcasting & publishing) 27,200 772,706 Societe Generale, S.A. (commercial banks) 3,700 374,426 Total, S.A. (oil & gas) 14,850 3,243,707 ------------ 9,683,831 ------------ GERMANY (7.8%) BASF AG (chemicals) 24,000 1,726,356 VBayerische Motoren Werke AG (automobiles) 136,279 6,140,613 VDeutsche Boerse AG (diversified financial services) 117,430 7,063,039 Hannover Rueckversicherung AG Registered (insurance) 58,623 2,291,691 Muenchener Rueckversicherungs-Gesellschaft AG Registered (insurance) 4,476 549,324 ------------ 17,771,023 ------------ HONG KONG (0.9%) Hongkong Electric Holdings, Ltd. (electric utilities) 458,000 2,091,808 ------------ INDIA (0.5%) ITC, Ltd. GDR (tobacco) (b)(d) 40,900 1,232,362 ------------ IRELAND (2.0%) Bank of Ireland (commercial banks) 269,720 4,469,059 ------------ </Table> <Table> <Caption> SHARES VALUE ITALY (7.2%) Banco Popolare di Verona e Novara Scrl (commercial banks) 26,700 $ 542,928 Enel S.p.A. (utilities-electric & gas) 387,600 3,809,091 Eni S.p.A. (oil & gas) 149,200 3,735,577 Eni S.p.A. ADR (oil & gas) (c) 4,500 566,280 Riunione Adriatica di Sicurta S.p.A. (insurance) 59,000 1,334,457 Snam Rete Gas S.p.A. (gas utilities) 883,375 5,139,112 UniCredito Italiano S.p.A. (banking) 214,800 1,235,020 ------------ 16,362,465 ------------ JAPAN (10.3%) VCanon, Inc. (office electronics) 87,100 4,700,527 VCanon, Inc. ADR (office electronics) (c) 41,311 2,241,535 Fuji Photo Film Co., Ltd. (leisure equipment & products) 24,400 890,563 INPEX Corp. (oil & gas) (a) 34 171,543 VNTT DoCoMo, Inc. (wireless telecommunication services) 2,953 5,446,638 VNTT DoCoMo, Inc. ADR (wireless telecommunication services) (c) 27,700 515,774 OBIC Co., Ltd. (IT services) 200 39,719 RICOH Co., Ltd. (data processing & reproduction) 6,000 115,761 Secom Co., Ltd. (commercial services & supplies) 30,800 1,232,361 Seven-Eleven Japan Co., Ltd. (food & staples retailing) 31,200 983,468 Shin-Etsu Chemical Co., Ltd. (chemicals) 25,300 1,036,986 Takeda Pharmaceutical Co., Ltd. (pharmaceuticals) 106,700 5,373,007 Toyota Motor Corp. ADR (automobiles) (c) 7,000 573,090 ------------ 23,320,972 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. One of the 10 largest holdings may be a security traded on more than one exchange. May be subject to change daily. </Table> M- 162 MainStay VP International Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- NETHERLANDS (7.1%) Euronext N.V. (diversified financial services) 128,131 $ 3,913,421 Reed Elsevier N.V. (media) 242,755 3,309,545 Royal Dutch Petroleum Co. NY Shares (oil & gas) 49,600 2,846,048 VTPG N.V. (air freight & logistics) 222,042 6,030,174 ------------ 16,099,188 ------------ SINGAPORE (0.2%) SembCorp Logistics Ltd. (air freight & logistics) 373,000 395,301 ------------ SPAIN (4.0%) Banco Popular Espanol, S.A. (commercial banks) (g) 82,966 5,469,418 Iberdrola, S.A. (multi-utilities & unregulated power) (g) 84,290 2,142,481 Indra Sistemas, S.A. (IT services) 24,852 424,616 Red Electrica de Espana (electric utilities) (g) 44,800 1,004,757 ------------ 9,041,272 ------------ SWEDEN (3.2%) AB SKF B Shares (machinery) 52,600 2,342,914 Autoliv, Inc. (auto components) 22,100 1,067,430 Hennes & Mauritz AB B Shares (multiline retail) 49,300 1,717,421 Sandvik AB (machinery) 51,960 2,095,476 ------------ 7,223,241 ------------ SWITZERLAND (10.4%) Adecco, S.A. Registered (business & public services) 7,100 357,467 Credit Suisse Group ADR (commercial banks) (a)(c) 17,895 754,990 VNestle, S.A. Registered (food products) 26,971 7,056,435 Novartis AG ADR (pharmaceuticals) (c) 63,300 3,199,182 Novartis AG Registered (pharmaceuticals) 42,280 2,130,546 Serono S.A. Class B (pharmaceuticals) 775 510,487 Swiss Re Registered (insurance) 33,800 2,410,676 Syngenta AG (chemicals) (a) 4,100 435,564 VUBS AG Registered (capital markets) 53,563 4,491,454 VUBS AG Registered (capital markets) (e) 26,234 2,199,459 ------------ 23,546,260 ------------ </Table> <Table> <Caption> SHARES VALUE UNITED KINGDOM (21.2%) AstraZeneca PLC ADR (pharmaceuticals) (c) 20,200 $ 735,078 BP PLC ADR (oil & gas) (c) 57,900 3,381,360 Compass Group PLC (hotels, restaurants & leisure) 453,900 2,141,572 VDiageo PLC (beverages) 374,229 5,345,513 VDiageo PLC ADR (beverages) (c) 20,850 1,206,798 Exel PLC (air freight & logistics) 227,462 3,159,558 GlaxoSmithKline PLC ADR (pharmaceuticals) (c) 71,400 3,383,646 Kingfisher PLC (merchandising) 190,100 1,129,593 Lloyds TSB Group PLC (diversified financial services) 558,157 5,068,699 Lloyds TSB Group PLC ADR (diversified financial services) (c) 7,365 270,958 Man Group PLC (diversified financial services) 170,700 4,824,145 Next PLC (merchandising) 17,100 541,372 Provident Financial PLC (consumer finance) 42,800 553,427 Reckitt Benckiser PLC (household products) 150,262 4,546,575 Rio Tinto PLC (metals & mining) 11,100 326,909 Scottish & Southern Energy PLC (multi-utilities & unregulated power) 74,760 1,252,316 Smith & Nephew PLC (health & personal care) 56,500 579,796 VTesco PLC (food & staples retailing) 1,547,299 9,550,678 ------------ 47,997,993 ------------ Total Common Stocks (Cost $151,706,933) 186,813,131 ------------ INVESTMENT COMPANIES (3.8%) - ----------------------------------------------------------------------------- EUROPE, AUSTRALASIA AND FAR EAST (1.9%) iShares MSCI EAFE Index Fund (capital markets) (f)(g)(i) 26,900 4,310,725 ------------ IRELAND (0.2%) iShares DJ STOXX 50 Index Fund (capital markets) (f) 14,200 536,577 ------------ JAPAN (0.5%) iShares MSCI Japan Index Fund (capital markets) (f) 97,800 1,067,976 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 163 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE INVESTMENT COMPANIES (CONTINUED) - ----------------------------------------------------------------------------- UNITED KINGDOM (1.2%) iShares MSCI United Kingdom Index Fund (capital markets) (f)(g) 145,700 $ 2,635,713 ------------ Total Investment Companies (Cost $7,880,331) 8,550,991 ------------ PREFERRED STOCK (1.2%) - ----------------------------------------------------------------------------- GERMANY (1.2%) Porsche AG E3.40 (automobiles) (m) 4,165 2,642,117 ------------ Total Preferred Stock (Cost $2,048,590) 2,642,117 ------------ WARRANTS (2.5%) - ----------------------------------------------------------------------------- IRELAND (2.5%) VRyanair Holdings PLC Strike Price E0.000001 Expire 3/21/08 (airlines) (a)(b)(m) 772,845 5,628,522 ------------ Total Warrants (Cost $4,133,003) 5,628,522 ------------ <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (5.4%) - ----------------------------------------------------------------------------- COMMERCIAL PAPER (1.5%) UNITED STATES (1.5%) Rabobank USA Financial Corp. 2.17%, due 1/3/05 (diversified financial services) $3,505,000 3,504,577 ------------ Total Commercial Paper (Cost $3,504,577) 3,504,577 ------------ <Caption> SHARES VALUE INVESTMENT COMPANY (0.1%) UNITED STATES (0.1%) AIM Institutional Funds Group (capital markets) (h) 281,217 281,217 ------------ Total Investment Company (Cost $281,217) 281,217 ------------ <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.1%) UNITED STATES (0.1%) Banc of America Securities LLC 2.3928%, due 1/3/05 (capital markets) (h) $ 150,000 $ 150,000 ------------ Total Master Note (Cost $150,000) 150,000 ------------ REPURCHASE AGREEMENTS (3.7%) UNITED STATES (3.7%) Credit Suisse First Boston LLC 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,100,413 (capital markets) (h) (Collateralized by Various Bonds with a Principal Amount of $2,502,114 and a Market Value of $2,142,013) (j) 2,100,000 2,100,000 Dresdner Kleinwort Wasserstein Securities LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,500,298 (capital markets) (h) (Collateralized by Various Bonds with a Principal Amount of $1,572,051 and a Market Value of $1,575,062) (j) 1,500,000 1,500,000 Lehman Brothers, Inc. 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,500,492 (capital markets) (h) (Collateralized by Various Bonds with a Principal Amount of $3,401,403 and a Market Value of $2,549,957) (j) 2,500,000 2,500,000 Merrill Lynch Pierce Fenner & Smith, Inc. 2.3921%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $411,082 (capital markets) (h) (Collateralized by Various Bonds with a Principal Amount of $405,640 and a Market Value of $431,551) (j) 411,000 411,000 </Table> M- 164 MainStay VP International Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ----------------------------------------------------------------------------- REPURCHASE AGREEMENTS (CONTINUED) UNITED STATES (CONTINUED) Morgan Stanley & Co., Inc. 2.3626%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,800,354 (capital markets) (h) (Collateralized by Various Bonds with a Principal Amount of $3,157,924 and a Market Value of $1,898,511) (j) $1,800,000 $ 1,800,000 ------------ Total Repurchase Agreements (Cost $8,311,000) 8,311,000 ------------ Total Short-Term Investments (Cost $12,246,794) 12,246,794 ------------ Total Investments (Cost $178,015,651) (k) 95.3% 215,881,555(l) Cash and Other Assets, Less Liabilities 4.7 10,698,174 ---------- ------------ Net Assets 100.0% $226,579,729 ========== ============ </Table> <Table> (a) Non-income producing security. (b) May be sold to institutional investors only. (c) ADR -- American Depositary Receipt. (d) GDR -- Global Depositary Receipt. (e) Security primarily trades on the New York Stock Exchange. (f) Exchange Traded Fund -- represents a basket of securities that are traded on an exchange. (g) Represents a security, or a portion thereof, of which is out on loan. (h) Represents a security, or portion thereof, purchased with cash collateral received for securities on loan. (i) The Morgan Stanley Capital International Europe, Australasia, and Far East Index is an unmanaged index that is considered to be representative of the international stock market. (j) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (k) The cost for federal income tax purposes is $178,654,514. (l) At December 31, 2004 net unrealized appreciation for securities was $37,227,041, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $38,219,760 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $992,719. (m) The following abbreviation is used in the above portfolio: E -- Euro. </Table> The table below sets forth the diversification of International Equity Portfolio investments by industry. <Table> <Caption> VALUE PERCENT+ INDUSTRY DIVERSIFICATION Air Freight & Logistics $ 9,585,033 4.2% Airlines 5,628,522 2.5 Auto Components 1,067,430 0.5 Automobiles 9,355,820 4.1 Banking 1,235,020 0.5 Beverages 6,552,311 2.9 Broadcasting & Publishing 772,706 0.3 Business & Public Services 357,467 0.2 Capital Markets 23,984,121 10.6 Chemicals 3,198,906 1.4 Commercial Banks 15,587,531 6.9 Commercial Services & Supplies 1,232,361 0.5 Consumer Finance 553,427 0.2 Data Processing & Reproduction 115,761 0.1 Diversified Financial Services 28,469,659 12.6 Electric Utilities 3,096,565 1.4 Food & Staples Retailing 10,534,146 4.6 Food Products 7,056,435 3.1 Gas Utilities 5,139,112 2.3 Health & Personal Care 579,796 0.3 Hotels, Restaurants & Leisure 2,141,572 0.9 Household Products 4,546,575 2.0 Insurance 7,856,900 3.5 IT Services 2,599,820 1.1 Leisure Equipment & Products 890,563 0.4 Machinery 4,438,390 2.0 Media 3,309,545 1.5 Merchandising 1,670,965 0.7 Metals & Mining 326,909 0.1 Multiline Retail 1,717,421 0.8 Multi-Utilities & Unregulated Power 5,058,378 2.2 Office Electronics 6,942,062 3.1 Oil & Gas 13,944,515 6.2 Pharmaceuticals 15,331,946 6.8 Tobacco 1,232,362 0.5 Utilities-Electric & Gas 3,809,091 1.7 Wireless Telecommunication Services 5,962,412 2.6 ------------ -------- 215,881,555 95.3 Cash and Other Assets, Less Liabilities 10,698,174 4.7 ------------ -------- Net Assets $226,579,729 100.0% ============ ======== </Table> <Table> + Percentages indicated are based on Portfolio net assets. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 165 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $178,015,651) including $8,373,357 market value of securities loaned $215,881,555 Cash denominated in foreign currencies (identified cost $19,195,380) 20,016,240 Cash 4,478 Receivables: Fund shares sold 1,163,191 Dividends and interest 451,982 Unrealized appreciation on foreign currency forward contracts 243,128 Other assets 9,743 ------------ Total assets 237,770,317 ------------ LIABILITIES: Securities lending collateral 8,742,217 Payables: Investment securities purchased 1,933,076 Adviser 110,156 Administrator 36,719 Custodian 19,325 NYLIFE Distributors 10,150 Fund shares redeemed 64 Accrued expenses 69,806 Unrealized depreciation on foreign currency forward contracts 269,075 ------------ Total liabilities 11,190,588 ------------ Net assets $226,579,729 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 124,142 Service Class 36,506 Additional paid-in capital 186,603,774 Accumulated undistributed net investment income 765,976 Accumulated net realized gain on investments 367,503 Net unrealized appreciation on investments 37,865,904 Net unrealized appreciation on translation of other assets and liabilities in foreign currencies and foreign currency forward contracts 815,924 ------------ Net assets $226,579,729 ============ INITIAL CLASS Net assets applicable to outstanding shares $175,171,721 ============ Shares of capital stock outstanding 12,414,162 ============ Net asset value per share outstanding $ 14.11 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 51,408,008 ============ Shares of capital stock outstanding 3,650,590 ============ Net asset value per share outstanding $ 14.08 ============ </Table> M- 166 MainStay VP International Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 3,521,224 Interest 94,115 Income from securities loaned -- net 91,227 ----------- Total income 3,706,566 ----------- EXPENSES: Advisory 890,129 Administration 296,710 Custodian 96,290 Shareholder communication 78,120 Distribution and service -- Service Class 66,825 Professional 55,587 Portfolio pricing 15,256 Directors 11,233 Miscellaneous 18,894 ----------- Total expenses 1,529,044 Waiver of advisory fee (26,819) ----------- Net expenses 1,502,225 ----------- Net investment income 2,204,341 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized gain from: Security transactions 7,499,597 Foreign currency transactions 224,531 ----------- Net realized gain on investments and foreign currency transactions 7,724,128 ----------- Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 25,426 ----------- Net change in unrealized appreciation on: Security transactions 19,522,817 Translation of other assets and liabilities in foreign currencies and foreign currency forward contracts 758,905 ----------- Net unrealized appreciation on investments and foreign currency transactions 20,281,722 ----------- Net realized and unrealized gain on investments and foreign currency transactions 28,031,276 ----------- Net increase in net assets resulting from operations $30,235,617 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $409,047. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 167 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 2,204,341 $ 1,243,286 Net realized gain on investments and foreign currency transactions 7,724,128 4,557,327 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 25,426 3,437 Net change in unrealized appreciation on investments and foreign currency transactions 20,281,722 17,624,411 ---------------------------- Net increase in net assets resulting from operations 30,235,617 23,428,461 ---------------------------- Dividends to shareholders: From net investment income: Initial Class (1,508,650) (1,509,712) Service Class (376,282) (134,807) ---------------------------- Total dividends to shareholders (1,884,932) (1,644,519) ---------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 69,316,225 208,175,989 Service Class 36,772,185 8,308,006 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 1,508,650 1,509,712 Service Class 376,282 134,807 ---------------------------- 107,973,342 218,128,514 Cost of shares redeemed: Initial Class (14,015,340) (196,725,788) Service Class (629,272) (49,827) ---------------------------- (14,644,612) (196,775,615) ---------------------------- Increase in net assets derived from capital share transactions 93,328,730 21,352,899 ---------------------------- Net increase in net assets 121,679,415 43,136,841 NET ASSETS: Beginning of year 104,900,314 61,763,473 ---------------------------- End of year $226,579,729 $ 104,900,314 ============================ Accumulated undistributed net investment income at end of year $ 765,976 $ 222,036 ============================ </Table> M- 168 MainStay VP International Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ---------------------------------------------------- --------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 12.13 $ 9.48 $ 10.06 $ 11.90 $ 15.48 $ 12.12 $10.40 -------- ------- ------- ------- ------- ------- ------ Net investment income 0.19(b) 0.17(b) 0.11 0.11(b) 0.07(b) 0.15(b) 0.00(b)(c) Net realized and unrealized gain (loss) on investments 1.84 2.61 (0.63) (1.78) (2.97) 1.84 1.85 Net realized and unrealized gain (loss) on foreign currency transactions 0.07 0.06 0.08 (0.00)(c) 0.12 0.07 0.06 -------- ------- ------- ------- ------- ------- ------ Total from investment operations 2.10 2.84 (0.44) (1.67) (2.78) 2.06 1.91 -------- ------- ------- ------- ------- ------- ------ Less dividends and distributions: From net investment income (0.12) (0.19) (0.14) (0.14) (0.09) (0.10) (0.19) From net realized gain on investments -- -- -- (0.03) (0.71) -- -- -------- ------- ------- ------- ------- ------- ------ Total dividends and distributions (0.12) (0.19) (0.14) (0.17) (0.80) (0.10) (0.19) -------- ------- ------- ------- ------- ------- ------ Net asset value at end of period $ 14.11 $ 12.13 $ 9.48 $ 10.06 $ 11.90 $ 14.08 $12.12 ======== ======= ======= ======= ======= ======= ====== Total investment return 17.34% 30.00% (4.41%) (14.02%) (18.06%) 17.05% 18.31%(d) Ratios (to average net assets)/Supplemental Data: Net investment income 1.53% 1.67% 1.06% 1.04% 0.53% 1.28% 1.42%+(e) Expenses 0.99% 1.07% 1.11% 1.12% 1.01% 1.24% 1.32%+ Portfolio turnover rate 49% 105% 102% 130% 28% 49% 105% Net assets at end of period (in 000's) $175,172 $95,754 $61,763 $55,515 $65,429 $51,408 $9,146 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Less than one cent per share. (d) Total return is not annualized. (e) Represents income earned for the year by the Initial Class shares less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 169 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (95.4%)+ - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (0.9%) Goodrich Corp. 11,694 $ 381,692 Precision Castparts Corp. 9,288 610,036 Rockwell Collins, Inc. 7,858 309,920 United Defense Industries, Inc. (a) 3,464 163,674 ------------ 1,465,322 ------------ AIR FREIGHT & LOGISTICS (0.7%) C.H. Robinson Worldwide, Inc. 1,207 67,013 CNF, Inc. 3,814 191,081 Expeditors International of Washington, Inc. 5,407 302,143 J.B. Hunt Transport Services, Inc. 4,311 193,348 Ryder System, Inc. 9,397 448,895 ------------ 1,202,480 ------------ AUTO COMPONENTS (1.0%) Autoliv, Inc. 8,062 389,395 BorgWarner, Inc. 6,259 339,050 Dana Corp. 3,734 64,710 Delphi Corp. 11,975 108,015 Johnson Controls, Inc. 12,462 790,589 ------------ 1,691,759 ------------ BEVERAGES (0.6%) Adolph Coors Co. Class B 2,248 170,106 Constellation Brands, Inc. Class A (a) 6,545 304,408 Pepsi Bottling Group, Inc. (The) 19,694 532,526 PepsiAmericas, Inc. 2,610 55,436 ------------ 1,062,476 ------------ BIOTECHNOLOGY (0.8%) Charles River Laboratories International, Inc. (a) 4,965 228,439 Chiron Corp. (a) 13,591 452,988 Millennium Pharmaceuticals, Inc. (a) 36,865 446,804 OSI Pharmaceuticals, Inc. (a) 2,174 162,724 ------------ 1,290,955 ------------ CAPITAL MARKETS (1.7%) A.G. Edwards, Inc. 3,546 153,223 Allied Capital Corp. 17,974 464,448 BlackRock, Inc. 2,681 207,134 Eaton Vance Corp. 3,010 156,972 Friedman, Billings, Ramsey Group, Inc. Class A 22,583 437,884 Janus Capital Group, Inc. 7,516 126,344 Legg Mason, Inc. 14,751 1,080,658 Nuveen Investments Class A 2,815 111,108 SEI Investments Co. 2,832 118,746 ------------ 2,856,517 ------------ CHEMICALS (2.3%) Air Products & Chemicals, Inc. 1,930 111,882 Cabot Corp. 6,049 233,975 </Table> <Table> <Caption> SHARES VALUE CHEMICALS (CONTINUED) Eastman Chemical Co. 5,672 $ 327,445 Lyondell Chemical Co. 6,349 183,613 Monsanto Co. 17,091 949,405 PPG Industries, Inc. 11,418 778,251 Praxair, Inc. 25,526 1,126,973 RPM International, Inc. 876 17,222 Scotts Co. (The) Class A (a) 949 69,771 Sigma-Aldrich Corp. 3,061 185,068 ------------ 3,983,605 ------------ COMMERCIAL BANKS (3.6%) Associated Banc-Corp 12,117 402,406 Bank of Hawaii Corp. 3,841 194,892 Colonial BancGroup, Inc. (The) 9,775 207,523 Comerica, Inc. 11,966 730,165 Commerce Bancshares, Inc. 874 43,875 Compass Bancshares, Inc. 3,590 174,725 First Horizon National Corp. 8,947 385,705 Hibernia Corp. Class A 22,300 658,073 International Bancshares Corp. 657 25,873 Mercantile Bankshares Corp. 2,481 129,508 National City Corp. 1 29 Regions Financial Corp. 1 32 Sky Financial Group, Inc. 117 3,355 South Financial Group, Inc. (The) 5,066 164,797 Synovus Financial Corp. 21,836 624,073 TCF Financial Corp. 10,173 326,960 UCBH Holdings, Inc. 647 29,646 UnionBanCal Corp. 1,527 98,461 Unizan Financial Corp. 28,872 760,777 Wachovia Corp. 17,072 897,987 Wilmington Trust Corp. 6,601 238,626 ------------ 6,097,488 ------------ COMMERCIAL SERVICES & SUPPLIES (1.8%) Allied Waste Industries, Inc. (a) 45,764 424,690 ARAMARK Corp. Class B 4,136 109,645 Brink's Co. (The) 8,335 329,399 Career Education Corp. (a) 11,171 446,840 Corporate Executive Board Co. (The) 1,589 106,368 H&R Block, Inc. 7,306 357,994 Hewitt Associates, Inc. Class A (a) 1,109 35,499 IKON Office Solutions, Inc. 20,044 231,709 Laureate Education, Inc. (a) 973 42,900 Pitney Bowes, Inc. 11,662 539,717 ServiceMaster Co. (The) 16,383 225,922 Steelcase, Inc. Class A 7,104 98,319 West Corp. (a) 1,975 65,392 ------------ 3,014,394 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 170 MainStay VP Mid Cap Core Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT (1.5%) 3Com Corp. (a) 63,908 $ 266,496 ADTRAN, Inc. 10,410 199,248 Andrew Corp. (a) 26,301 358,483 Comverse Technology, Inc. (a) 6,140 150,123 Foundry Networks, Inc. (a) 19,452 255,988 Harris Corp. 9,561 590,774 JDS Uniphase Corp. (a) 140,411 445,103 McDATA Corp. Class A (a) 18,282 108,961 Polycom, Inc. (a) 3,130 72,992 Tellabs, Inc. (a) 11,765 101,061 ------------ 2,549,229 ------------ COMPUTERS & PERIPHERALS (2.0%) VApple Computer, Inc. (a) 34,027 2,191,339 NCR Corp. (a) 6,825 472,495 Network Appliance, Inc. (a) 7,103 235,962 Storage Technology Corp. (a) 15,586 492,673 ------------ 3,392,469 ------------ CONSTRUCTION MATERIALS (0.7%) Florida Rock Industries, Inc. 700 41,671 Lafarge North America, Inc. 3,400 174,488 Martin Marietta Materials, Inc. 2,707 145,257 Vulcan Materials Co. 14,039 766,670 ------------ 1,128,086 ------------ CONSUMER FINANCE (0.8%) AmeriCredit Corp. (a) 21,440 524,208 Providian Financial Corp. (a) 41,680 686,469 WFS Financial, Inc. (a) 2,247 114,103 ------------ 1,324,780 ------------ CONTAINERS & PACKAGING (0.8%) Ball Corp. 13,133 577,589 Owens-Illinois, Inc. (a) 8,306 188,131 Sealed Air Corp. (a) 2,643 140,793 Sonoco Products Co. 4,346 128,859 Temple-Inland, Inc. 5,507 376,679 ------------ 1,412,051 ------------ DISTRIBUTORS (0.5%) Genuine Parts Co. 19,608 863,928 ------------ DIVERSIFIED FINANCIAL SERVICES (1.0%) Chicago Mercantile Exchange (The) 3,032 693,418 CIT Group, Inc. 21,803 999,013 Instinet Group, Inc. (a) 20,351 122,717 ------------ 1,815,148 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (1.4%) CenturyTel, Inc. 20,421 724,333 Citizens Communications Co. 43,704 602,678 IDT Corp. Class B (a) 9,687 149,955 </Table> <Table> <Caption> SHARES VALUE DIVERSIFIED TELECOMMUNICATION SERVICES (CONTINUED) Level 3 Communications, Inc. (a) 111,181 $ 376,903 NTL, Inc. (a) 3,058 223,112 Qwest Communications International, Inc. (a) 66,002 293,049 ------------ 2,370,030 ------------ ELECTRIC UTILITIES (3.8%) Allegheny Energy, Inc. (a) 18,707 368,715 Alliant Energy Corp. 3,044 87,058 CenterPoint Energy, Inc. 26,057 294,444 Consolidated Edison, Inc. 9,259 405,081 DPL, Inc. 2,901 72,844 VEdison International 46,444 1,487,601 FPL Group, Inc. 4,176 312,156 Hawaiian Electric Industries, Inc. 2,525 73,604 Northeast Utilities 7,522 141,790 OGE Energy Corp. 13,164 701,378 Pinnacle West Capital Corp. 7,464 197,871 PPL Corp. 6,765 300,434 TECO Energy, Inc. 15,795 242,295 TXU Corp. 14,747 952,066 Wisconsin Energy Corp. 5,233 176,405 Xcel Energy, Inc. 39,345 716,079 ------------ 6,529,821 ------------ ELECTRICAL EQUIPMENT (0.7%) AMETEK, Inc. 5,005 178,528 Hubbell, Inc. Class A 3,100 149,916 Hubbell, Inc. Class B 2,921 152,768 Rockwell Automation, Inc. 12,290 608,970 Roper Industries, Inc. 1,004 61,013 ------------ 1,151,195 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (2.0%) Amphenol Corp. Class A (a) 1,855 68,153 Avnet, Inc. (a) 19,720 359,693 AVX Corp. 8,500 107,100 Cogent, Inc. (a) 922 30,426 Ingram Micro, Inc. Class A (a) 13,580 282,464 Jabil Circuit, Inc. (a) 17,668 451,947 National Instruments Corp. 8,790 239,528 PerkinElmer, Inc. 18,353 412,759 Sanmina-SCI Corp. (a) 53,901 456,541 Tech Data Corp. (a) 2,361 107,189 Tektronix, Inc. 6,101 184,311 Vishay Intertechnology, Inc. (a) 23,843 358,122 Waters Corp. (a) 8,615 403,096 ------------ 3,461,329 ------------ ENERGY EQUIPMENT & SERVICES (0.8%) Baker Hughes, Inc. 22,795 972,663 Diamond Offshore Drilling, Inc. 2,192 87,790 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 171 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- ENERGY EQUIPMENT & SERVICES (CONTINUED) ENSCO International, Inc. 6,692 $ 212,404 Grant Prideco, Inc. (a) 8,800 176,440 ------------ 1,449,297 ------------ FOOD & STAPLES RETAILING (1.1%) 7-Eleven, Inc. (a) 3,776 90,435 Albertson's, Inc. 14,816 353,806 BJ's Wholesale Club, Inc. (a) 6,959 202,716 Rite Aid Corp. (a) 70,478 257,950 Safeway, Inc. (a) 12,185 240,532 SUPERVALU, Inc. 19,451 671,448 ------------ 1,816,887 ------------ FOOD PRODUCTS (1.1%) Archer-Daniels-Midland Co. 22,699 506,415 Campbell Soup Co. 10,192 304,639 Hershey Foods Corp. 3,962 220,050 J.M. Smucker Co. (The) 9,394 442,175 Pilgrim's Pride Corp. Class B 1,505 46,173 Tyson Foods, Inc. Class A 20,693 380,751 ------------ 1,900,203 ------------ GAS UTILITIES (1.0%) KeySpan Corp. 23,021 908,178 Sempra Energy 17,716 649,823 UGI Corp. 2,245 91,843 ------------ 1,649,844 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (1.8%) Bausch & Lomb, Inc. 5,268 339,575 Cooper Cos., Inc. 1,015 71,649 C.R. Bard, Inc. 8,874 567,758 Dade Behring Holdings, Inc. (a) 6,122 342,832 DENTSPLY International, Inc. 11,575 650,515 Edwards Lifesciences Corp. (a) 2,632 108,596 Hillenbrand Industries, Inc. 8,167 453,595 Hospira, Inc. (a) 6,918 231,753 Kinetic Concepts, Inc. (a) 963 73,477 Millipore Corp. (a) 239 11,905 Respironics, Inc. (a) 3,332 181,128 ------------ 3,032,783 ------------ HEALTH CARE PROVIDERS & SERVICES (4.0%) Accredo Health, Inc. (a) 7,937 220,014 AmerisourceBergen Corp. 20,747 1,217,434 CIGNA Corp. 10,174 829,893 Covance, Inc. (a) 6,242 241,878 Coventry Health Care, Inc. (a) 8,814 467,847 DaVita, Inc. (a) 6,532 258,210 Express Scripts, Inc. (a) 2,058 157,313 Humana, Inc. (a) 3,698 109,794 Laboratory Corp. of America Holdings (a) 2,822 140,592 </Table> <Table> <Caption> SHARES VALUE HEALTH CARE PROVIDERS & SERVICES (CONTINUED) Lincare Holdings, Inc. (a) 18,452 $ 786,978 Manor Care, Inc. 2,425 85,918 McKesson Corp. 9,825 309,094 PacifiCare Health Systems, Inc. (a) 4,130 233,428 Pharmaceutical Product Development, Inc. (a) 2,123 87,659 Quest Diagnostics, Inc. 3,607 344,649 Service Corp. International (a) 11,139 82,985 Triad Hospitals, Inc. (a) 8,536 317,624 WellChoice, Inc. (a) 428 22,855 WellPoint, Inc. (a) 8,504 977,960 ------------ 6,892,125 ------------ HOTELS, RESTAURANTS & LEISURE (3.8%) Caesars Entertainment, Inc. (a) 45,274 911,818 Choice Hotels International, Inc. 3,033 175,914 Darden Restaurants, Inc. 23,050 639,407 Harrah's Entertainment, Inc. 11,217 750,305 Hilton Hotels Corp. 28,468 647,362 Mandalay Resort Group 3,084 217,206 Marriott International, Inc. Class A 6,574 414,031 MGM Mirage (a) 3,160 229,859 Ruby Tuesday, Inc. 10,898 284,220 Starwood Hotels & Resorts Worldwide, Inc. 14,795 864,028 Station Casinos, Inc. 4,213 230,367 Yum! Brands, Inc. 24,229 1,143,124 ------------ 6,507,641 ------------ HOUSEHOLD DURABLES (2.0%) Black & Decker Corp. (The) 5,957 526,182 Harman International Industries, Inc. 8,219 1,043,813 Leggett & Platt, Inc. 19,092 542,786 Newell Rubbermaid, Inc. 31,997 774,007 NVR, Inc. (a) 405 311,607 Snap-on, Inc. 1,823 62,638 Stanley Works (The) 5,077 248,722 ------------ 3,509,755 ------------ HOUSEHOLD PRODUCTS (0.4%) Clorox Co. (The) 4,698 276,853 Energizer Holdings, Inc. (a) 8,157 405,321 ------------ 682,174 ------------ INDUSTRIAL CONGLOMERATES (1.0%) Alleghany Corp. (a) 663 189,121 ALLETE, Inc. 4,998 183,677 Textron, Inc. 17,438 1,286,925 ------------ 1,659,723 ------------ INSURANCE (4.8%) Ambac Financial Group, Inc. 4,415 362,604 American Financial Group, Inc. 1,363 42,676 Aon Corp. 31,324 747,391 </Table> M- 172 MainStay VP Mid Cap Core Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- INSURANCE (CONTINUED) Cincinnati Financial Corp. 4,058 $ 179,607 Erie Indemnity Co. Class A 1,149 60,403 First American Corp. 5,010 176,051 Gallagher (Arthur J.) & Co. 5,331 173,258 Genworth Financial, Inc. Class A 21,278 574,506 HCC Insurance Holdings, Inc. 7,246 239,987 Jefferson-Pilot Corp. 5,700 296,172 Lincoln National Corp. 7,104 331,615 Loews Corp. 16,915 1,189,124 Markel Corp. (a) 989 359,996 Mercury General Corp. 2,214 132,663 Nationwide Financial Services, Inc. Class A 7,985 305,266 Old Republic International Corp. 10,685 270,330 Protective Life Corp. 6,894 294,305 Reinsurance Group of America, Inc. 1,293 62,646 SAFECO Corp. 19,440 1,015,546 StanCorp Financial Group, Inc. 2,069 170,692 Torchmark Corp. 4,099 234,217 UnumProvident Corp. 33,301 597,420 W.R. Berkley Corp. 7,845 370,049 ------------ 8,186,524 ------------ INTERNET SOFTWARE & SERVICES (0.5%) VeriSign, Inc. (a) 25,875 867,330 ------------ IT SERVICES (2.3%) Acxiom Corp. 10,933 287,538 Affiliated Computer Services, Inc. Class A (a) 3,356 201,998 Alliance Data Systems Corp. (a) 1,754 83,280 BearingPoint, Inc. (a) 25,984 208,651 Certegy, Inc. 1,998 70,989 CheckFree Corp. (a) 6,913 263,247 Computer Sciences Corp. (a) 13,934 785,459 Electronic Data Systems Corp. 49,040 1,132,824 Sabre Holdings Corp. Class A 21,819 483,509 Unisys Corp. (a) 44,971 457,805 ------------ 3,975,300 ------------ LEISURE EQUIPMENT & PRODUCTS (1.7%) Brunswick Corp. 9,942 492,129 VEastman Kodak Co. 53,241 1,717,022 Hasbro, Inc. 23,452 454,500 Polaris Industries, Inc. 3,275 222,766 ------------ 2,886,417 ------------ MACHINERY (3.0%) Crane Co. 8,470 244,275 Cummins, Inc. 2,943 246,594 Eaton Corp. 15,379 1,112,824 Graco, Inc. 6,896 257,566 </Table> <Table> <Caption> SHARES VALUE MACHINERY (CONTINUED) Harsco Corp. 4,678 $ 260,752 PACCAR, Inc. 11,319 910,953 Parker Hannifin Corp. 17,178 1,301,062 Pentair, Inc. 5,175 225,423 SPX Corp. 11,139 446,228 Timken Co. (The) 2,768 72,023 ------------ 5,077,700 ------------ MEDIA (1.4%) Cox Radio, Inc. Class A (a) 6,254 103,066 Dex Media, Inc. 2,341 58,431 Entercom Communications Corp. (a) 6,403 229,804 Gemstar-TV Guide International, Inc. (a) 43,887 259,811 Lamar Advertising Co. Class A (a) 3,383 144,725 McClatchy Co. (The) Class A 1,297 93,137 Meredith Corp. 1,620 87,804 Metro-Goldwyn-Mayer, Inc. (a) 2,584 30,698 Regal Entertainment Group Class A 3,498 72,584 Sirius Satellite Radio, Inc. (a) 28,276 216,311 UnitedGlobalCom, Inc. (a) 15,406 148,822 Univision Communications, Inc. Class A (a) 15,644 457,900 Wiley (John) & Sons, Inc. Class A 6,757 235,414 XM Satellite Radio Holdings, Inc. Class A (a) 7,105 267,290 ------------ 2,405,797 ------------ METALS & MINING (2.5%) CONSOL Energy, Inc. 8,961 367,849 International Steel Group, Inc. (a) 752 30,501 Massey Energy Co. 10,909 381,270 Nucor Corp. 11,966 626,300 Peabody Energy Corp. 9,191 743,644 VPhelps Dodge Corp. 13,436 1,329,089 United States Steel Corp. 16,276 834,145 ------------ 4,312,798 ------------ MULTILINE RETAIL (1.9%) Dillard's, Inc. Class A 6,987 187,741 Federated Department Stores, Inc. 15,364 887,885 J.C. Penney Co., Inc. (Holding Co.) 23,897 989,336 Kmart Holding Corp. (a) 6,794 672,266 Sears, Roebuck and Co. 9,086 463,659 ------------ 3,200,887 ------------ MULTI-UTILITIES & UNREGULATED POWER (2.9%) AES Corp. (The) (a) 49,681 679,139 Constellation Energy Group, Inc. 6,863 299,982 Dynegy, Inc. Class A (a) 19,128 88,371 El Paso Corp. 28,412 295,485 Energy East Corp. 14,021 374,080 MDU Resources Group, Inc. 8,832 235,638 National Fuel Gas Co. 10,398 294,679 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 173 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- MULTI-UTILITIES & UNREGULATED POWER (CONTINUED) NRG Energy, Inc. (a) 5,900 $ 212,695 ONEOK, Inc. 14,744 419,025 Questar Corp. 8,639 440,244 Reliant Energy, Inc. (a) 22,011 300,450 Westar Energy, Inc. 5,838 133,515 Williams Cos., Inc. (The) 75,170 1,224,519 ------------ 4,997,822 ------------ OFFICE ELECTRONICS (1.0%) VXerox Corp. (a) 100,841 1,715,305 ------------ OIL & GAS (6.3%) Amerada Hess Corp. 11,124 916,395 Ashland, Inc. 7,916 462,136 EOG Resources, Inc. 16,748 1,195,137 Kerr-McGee Corp. 14,173 819,044 Marathon Oil Corp. 27,210 1,023,368 Murphy Oil Corp. 11,754 945,609 Newfield Exploration Co. (a) 5,952 351,466 Noble Energy, Inc. 8,351 514,923 Sunoco, Inc. 10,864 887,697 Unocal Corp. 25,148 1,087,400 VValero Energy Corp. 34,342 1,559,127 XTO Energy, Inc. 27,755 981,972 ------------ 10,744,274 ------------ PAPER & FOREST PRODUCTS (1.5%) VGeorgia-Pacific Corp. 36,514 1,368,545 Louisiana-Pacific Corp. 15,629 417,919 MeadWestvaco Corp. 19,057 645,842 Rayonier, Inc. 3,254 159,153 ------------ 2,591,459 ------------ PERSONAL PRODUCTS (0.4%) Estee Lauder Cos., Inc. (The) Class A 10,751 492,074 NBTY, Inc. (a) 8,925 214,289 ------------ 706,363 ------------ PHARMACEUTICALS (1.3%) Endo Pharmaceuticals Holdings, Inc. (a) 7,681 161,455 Eon Labs, Inc. (a) 4,593 124,011 IVAX Corp. (a) 28,364 448,719 King Pharmaceuticals, Inc. (a) 36,715 455,266 Medicis Pharmaceutical Corp. Class A 9,178 322,239 MGI Pharma, Inc. (a) 11,529 322,927 Mylan Laboratories, Inc. 3,826 67,644 Sepracor, Inc. (a) 6,173 366,491 ------------ 2,268,752 ------------ REAL ESTATE (4.2%) Apartment Investment & Management Co. Class A 9,691 373,491 </Table> <Table> <Caption> SHARES VALUE REAL ESTATE (CONTINUED) Archstone-Smith Trust 16,650 $ 637,695 Arden Realty, Inc. 2,898 109,313 Avalonbay Communities, Inc. 10,288 774,687 Catellus Development Corp. 4,565 139,689 CBL & Associates Properties, Inc. 2,203 168,199 Equity Office Properties Trust 21,057 613,180 Equity Residential 22,918 829,173 Federal Realty Investment Trust 2,289 118,227 Host Marriot Corp. 36,844 637,401 Mack-Cali Realty Corp. 2,688 123,729 Mills Corp. (The) 2,374 151,366 Plum Creek Timber Co., Inc. 18,225 700,569 Reckson Associates Realty Corp. 10,014 328,559 Regency Centers Corp. 2,695 149,303 St. Joe Co. (The) 2,049 131,546 Simon Property Group, Inc. 5,363 346,825 Trizec Properties, Inc. 12,734 240,927 Vornado Realty Trust 7,261 552,780 ------------ 7,126,659 ------------ ROAD & RAIL (1.4%) Burlington Northern Santa Fe Corp. 20,362 963,326 CSX Corp. 9,509 381,121 Norfolk Southern Corp. 23,501 850,501 Sirva, Inc. (a) 3,310 63,618 Yellow Roadway Corp. (a) 3,895 216,991 ------------ 2,475,557 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (3.9%) Advanced Micro Devices, Inc. (a) 37,802 832,400 Agere Systems, Inc. Class B (a) 282,285 381,085 Altera Corp. (a) 52,102 1,078,511 Conexant Systems, Inc. (a) 75,460 150,165 Cree, Inc. (a) 6,919 277,313 Freescale Semiconductor, Inc. Class B (a) 35,738 656,150 Integrated Circuit Systems, Inc. (a) 11,882 248,571 Intersil Corp. Class A 24,559 411,118 Lam Research Corp. (a) 18,455 533,534 LSI Logic Corp. (a) 62,558 342,818 Microchip Technology, Inc. 1,737 46,308 Novellus Systems, Inc. (a) 16,250 453,213 PMC-Sierra, Inc. (a) 28,915 325,294 Rambus, Inc. (a) 14,198 326,554 RF Micro Devices, Inc. (a) 24,498 167,566 Teradyne, Inc. (a) 26,738 456,418 ------------ 6,687,018 ------------ SOFTWARE (2.7%) Adobe Systems, Inc. 4,370 274,174 Autodesk, Inc. 17,455 662,417 BMC Software, Inc. (a) 31,745 590,457 Citrix Systems, Inc. (a) 30,954 759,302 </Table> M- 174 MainStay VP Mid Cap Core Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- SOFTWARE (CONTINUED) Intuit, Inc. (a) 7,813 $ 343,850 Macromedia, Inc. (a) 4,915 152,955 McAfee, Inc. (a) 14,178 410,170 Red Hat, Inc. (a) 26,497 353,735 Reynolds & Reynolds Co. (The) Class A 1,979 52,463 Siebel Systems, Inc. (a) 45,062 473,151 Synopsys, Inc. (a) 21,544 422,693 TIBCO Software, Inc. (a) 4,813 64,205 ------------ 4,559,572 ------------ SPECIALTY RETAIL (3.4%) Abercrombie & Fitch Co. Class A 13,675 642,041 American Eagle Outfitters, Inc. 4,025 189,577 AnnTaylor Stores Corp. (a) 11,172 240,533 Barnes & Noble, Inc. (a) 2,337 75,415 Borders Group, Inc. 2,849 72,365 Circuit City Stores, Inc. 36,235 566,715 Claire's Stores, Inc. 11,639 247,329 VLimited Brands, Inc. 57,981 1,334,723 Michaels Stores, Inc. 20,086 601,977 Office Depot, Inc. (a) 9,808 170,267 Pacific Sunwear of California, Inc. (a) 12,550 279,363 PETCO Animal Supplies, Inc. (a) 582 22,977 PETsMART, Inc. 9,824 349,047 Sherwin-Williams Co. (The) 8,604 383,997 Talbots, Inc. (The) 3,181 86,619 Toys "R" Us, Inc. (a) 30,754 629,534 ------------ 5,892,479 ------------ TEXTILES, APPAREL & LUXURY GOODS (0.2%) Liz Claiborne, Inc. 3,484 147,060 Polo Ralph Lauren Corp. 3,049 129,887 ------------ 276,947 ------------ THRIFTS & MORTGAGE FINANCE (0.6%) Independence Community Bank Corp. 5,976 254,458 New York Community Bancorp, Inc. 22,127 455,152 People's Bank 2,260 87,892 W Holding Co., Inc. 3,177 72,880 Webster Financial Corp. 1,639 82,999 ------------ 953,381 ------------ TOBACCO (0.6%) Loews Corp.-Carolina Group 8,352 241,790 Reynolds American, Inc. 7,256 570,322 UST, Inc. 6,128 294,818 ------------ 1,106,930 ------------ </Table> <Table> <Caption> SHARES VALUE TRADING COMPANIES & DISTRIBUTORS (0.1%) Grainger (W.W.), Inc. 1,760 $ 117,251 ------------ WIRELESS TELECOMMUNICATION SERVICES (1.2%) American Tower Corp. Class A (a) 35,734 657,505 Crown Castle International Corp. (a) 13,673 227,519 Nextel Partners, Inc. Class A (a) 8,692 169,841 SpectraSite, Inc. (a) 5,621 325,456 Telephone and Data Systems, Inc. 4,905 377,440 United States Cellular Corp. (a) 2,222 99,457 Western Wireless Corp. Class A (a) 8,620 252,566 ------------ 2,109,784 ------------ Total Common Stocks (Cost $137,052,331) 163,005,800 ------------ INVESTMENT COMPANIES (4.1%) - ----------------------------------------------------------------------------- CAPITAL MARKETS (4.1%) VDIAMONDS Trust, Series I (b) 31,777 3,416,345 S&P 500 Index-SPDR Trust, Series 1 (b) 1 121 VS&P MidCap 400 Index-MidCap SPDR Trust, Series 1 (b) 30,022 3,632,662 ------------ Total Investment Companies (Cost $6,881,106) 7,049,128 ------------ Total Investments (Cost $143,933,437) (c) 99.5% 170,054,928(d) Cash and Other Assets, Less Liabilities 0.5 784,817 ------- ------------ Net Assets 100.0% $170,839,745 ======= ============ </Table> <Table> (a) Non-income producing security. (b) Exchange Traded Fund-represents a basket of securities that are traded on an exchange. (c) The cost for federal income tax purposes is $144,230,332. (d) At December 31, 2004 net unrealized appreciation was $25,824,596, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $26,209,050 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $384,454. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 175 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $143,933,437) $170,054,928 Cash 2,327,066 Receivables: Investment securities sold 18,585,957 Fund shares sold 3,006,024 Dividends 335,290 Other assets 229 ------------ Total assets 194,309,494 ------------ LIABILITIES: Payables: Investment securities purchased 23,312,933 Manager 84,603 NYLIFE Distributors 8,321 Fund shares redeemed 11 Accrued expenses 63,881 ------------ Total liabilities 23,469,749 ------------ Net assets $170,839,745 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 97,662 Service Class 32,572 Additional paid-in capital 139,156,528 Accumulated undistributed net investment income 12,994 Accumulated net realized gain on investments 5,418,498 Net unrealized appreciation on investments 26,121,491 ------------ Net assets $170,839,745 ============ INITIAL CLASS Net assets applicable to outstanding shares $128,177,665 ============ Shares of capital stock outstanding 9,766,191 ============ Net asset value per share outstanding $ 13.12 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 42,662,080 ============ Shares of capital stock outstanding 3,257,153 ============ Net asset value per share outstanding $ 13.10 ============ </Table> M- 176 MainStay VP Mid Cap Core Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 1,787,373 Interest 1,443 ----------- Total income 1,788,816 ----------- EXPENSES: Manager 902,871 Custodian 66,453 Distribution and service -- Service Class 58,683 Shareholder communication 55,578 Professional 43,732 Directors 11,478 Portfolio pricing 8,743 Miscellaneous 16,838 ----------- Total expenses 1,164,376 Expense reimbursement from Manager (64,736) ----------- Net expenses 1,099,640 ----------- Net investment income 689,176 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on Investments 8,341,960 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 990 Net change in unrealized appreciation on investments 17,978,513 ----------- Net realized and unrealized gain on investments 26,321,463 ----------- Net increase in net assets resulting from operations $27,010,639 ----------- </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 177 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 689,176 $ 226,410 Net realized gain on investments 8,341,960 4,508,079 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 990 -- Net change in unrealized appreciation (depreciation) on investments 17,978,513 8,591,738 -------------------------- Net increase in net assets resulting from operations 27,010,639 13,326,227 -------------------------- Dividends and distributions to shareholders: From net investment income: Initial Class (553,375) (198,571) Service Class (128,738) (26,563) From net realized gain on investments: Initial Class (2,585,993) -- Service Class (875,838) -- -------------------------- Total dividends and distributions to shareholders (4,143,944) (225,134) -------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 57,048,634 18,988,558 Service Class 28,371,406 8,285,865 Net asset value of shares issued to shareholders in reinvestment of dividends and distributions: Initial Class 3,139,368 198,571 Service Class 1,004,576 26,563 -------------------------- 89,563,984 27,499,557 Cost of shares redeemed: Initial Class (5,180,326) (4,197,983) Service Class (691,945) (57,250) -------------------------- (5,872,271) (4,255,233) -------------------------- Increase in net assets derived from capital share transactions 83,691,713 23,244,324 -------------------------- Net increase in net assets 106,558,408 36,345,417 NET ASSETS: Beginning of year 64,281,337 27,935,920 -------------------------- End of year $170,839,745 $64,281,337 ========================== Accumulated undistributed net investment income at end of year $ 12,994 $ 5,931 ========================== </Table> M- 178 MainStay VP Mid Cap Core Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS -------------------------------------------------------- --------------------------- JUNE 5, JUNE 5, 2003(A) 2003(A) THROUGH YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2004 2003 Net asset value at beginning of period $ 11.01 $ 8.16 $ 9.40 $ 10.00 $ 11.00 $ 9.28 -------- ------- ------- ------- ------- ------ Net investment income 0.06 0.05(b) 0.02 0.02 0.04 0.03(b) Net realized and unrealized gain (loss) on investments 2.39 2.84 (1.24) (0.60) 2.38 1.72 -------- ------- ------- ------- ------- ------ Total from investment operations 2.45 2.89 (1.22) (0.58) 2.42 1.75 -------- ------- ------- ------- ------- ------ Less dividends and distributions: From net investment income (0.06) (0.04) (0.02) (0.02) (0.04) (0.03) From net realized gain on investments (0.28) -- -- -- (0.28) -- -------- ------- ------- ------- ------- ------ Total dividends and distributions (0.34) (0.04) (0.02) (0.02) (0.32) (0.03) -------- ------- ------- ------- ------- ------ Net asset value at end of period $ 13.12 $ 11.01 $ 8.16 $ 9.40 $ 13.10 $11.00 ======== ======= ======= ======= ======= ====== Total investment return 22.27% 35.43% (12.92%) (5.86%)(c) 21.96% 18.89%(c) Ratios (to average net assets)/Supplement Data: Net investment income 0.70% 0.55% 0.39% 0.44%+ 0.45% 0.30%+(d) Net expenses 0.98% 0.98% 0.98% 0.98%+ 1.23% 1.23%+ Expenses (before reimbursement) 1.04% 1.18% 1.34% 1.84%+ 1.29% 1.43%+ Portfolio turnover rate 185% 202% 217% 74% 185% 202% Net assets at end of period (in 000's) $128,178 $55,351 $27,936 $12,741 $42,662 $8,930 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Total Return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 179 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (99.2%)+ - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (4.1%) Alliant Techsystems, Inc. (a) 34,500 $ 2,255,610 L-3 Communications Holdings, Inc. 41,300 3,024,812 United Defense Industries, Inc. (a) 59,800 2,825,550 ------------ 8,105,972 ------------ AUTOMOBILES (1.6%) Winnebago Industries, Inc. 78,300 3,058,398 ------------ BIOTECHNOLOGY (0.7%) Mannkind Corp. (a) 88,400 1,392,300 ------------ CAPITAL MARKETS (2.9%) Affiliated Managers Group, Inc. (a) 49,550 3,356,517 E*TRADE Financial Corp. (a) 152,100 2,273,895 ------------ 5,630,412 ------------ CHEMICALS (1.3%) Scotts Co. (The) Class A (a) 34,700 2,551,144 ------------ COMMERCIAL BANKS (2.4%) UCBH Holdings, Inc. 49,400 2,263,508 Westcorp 54,500 2,503,185 ------------ 4,766,693 ------------ COMMERCIAL SERVICES & SUPPLIES (0.8%) Corinthian Colleges, Inc. (a) 86,300 1,626,324 ------------ COMMUNICATIONS EQUIPMENT (1.2%) Avocent Corp. (a) 13,600 551,072 InterDigital Communications Corp. (a) 24,500 541,450 QLogic Corp. (a) 35,400 1,300,242 ------------ 2,392,764 ------------ CONSTRUCTION & ENGINEERING (1.2%) Fluor Corp. 42,800 2,333,028 ------------ CONSTRUCTION MATERIALS (1.9%) VEagle Materials, Inc. 40,389 3,487,590 Eagle Materials, Inc. Class B 2,481 209,148 ------------ 3,696,738 ------------ CONSUMER FINANCE (2.5%) Capital One Financial Corp. 34,300 2,888,403 Providian Financial Corp. (a) 124,000 2,042,280 ------------ 4,930,683 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (2.8%) Amphenol Corp. Class A (a) 22,300 819,302 CDW Corp. 19,500 1,293,825 VGarmin Ltd. 57,300 3,486,132 ------------ 5,599,259 ------------ ENERGY EQUIPMENT & SERVICES (1.5%) National-Oilwell, Inc. (a) 82,400 2,907,896 ------------ </Table> <Table> <Caption> SHARES VALUE HEALTH CARE EQUIPMENT & SUPPLIES (5.6%) Cooper Cos., Inc. (The) 43,500 $ 3,070,665 Cytyc Corp. (a) 110,700 3,051,999 Fisher Scientific International, Inc. (a) 31,500 1,964,970 Varian Medical Systems, Inc. (a) 70,100 3,031,124 ------------ 11,118,758 ------------ HEALTH CARE PROVIDERS & SERVICES (12.5%) Caremark Rx, Inc. (a) 52,600 2,074,018 VCoventry Health Care, Inc. (a) 73,200 3,885,456 First Health Group Corp. (a) 71,800 1,343,378 Henry Schein, Inc. (a) 31,600 2,200,624 VPacifiCare Health Systems, Inc. (a) 75,000 4,239,000 Pharmaceutical Product Development, Inc. (a) 50,100 2,068,629 Quest Diagnostics, Inc. 25,900 2,474,745 Sierra Health Services, Inc. (a) 56,300 3,102,693 WellChoice, Inc. (a) 59,100 3,155,940 ------------ 24,544,483 ------------ HOTELS, RESTAURANTS & LEISURE (3.6%) Boyd Gaming Corp. 77,800 3,240,370 Las Vegas Sands Corp. (a) 4,500 216,000 VPenn National Gaming, Inc. (a) 60,700 3,675,385 ------------ 7,131,755 ------------ HOUSEHOLD DURABLES (17.1%) Centex Corp. 35,300 2,103,174 VD.R. Horton, Inc. 107,250 4,323,248 VHarman International Industries, Inc. 29,500 3,746,500 Hovnanian Enterprises, Inc. Class A (a) 60,700 3,005,864 KB HOME 30,400 3,173,760 Lennar Corp. Class A 50,000 2,834,000 Lennar Corp. Class B 2,540 132,613 M.D.C. Holdings, Inc. 32,260 2,788,554 Mohawk Industries, Inc. (a) 32,900 3,002,125 Ryland Group, Inc. (The) 49,200 2,830,968 Stanley Works (The) 55,300 2,709,147 Toro Co. (The) 36,500 2,969,275 ------------ 33,619,228 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 180 MainStay VP Mid Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- INTERNET SOFTWARE & SERVICES (1.5%) VeriSign, Inc. (a) 88,600 $ 2,969,872 ------------ IT SERVICES (1.8%) Acxiom Corp. 92,800 2,440,640 Affiliated Computer Services, Inc. Class A (a) 20,000 1,203,800 ------------ 3,644,440 ------------ LEISURE EQUIPMENT & PRODUCTS (0.5%) Brunswick Corp. 20,000 990,000 ------------ MACHINERY (2.9%) Oshkosh Truck Corp. 39,100 2,673,658 Terex Corp. (a) 62,600 2,982,890 ------------ 5,656,548 ------------ METALS & MINING (6.7%) Arch Coal, Inc. 90,800 3,227,032 Massey Energy Co. 94,300 3,295,785 VPeabody Energy Corp. 50,800 4,110,228 Steel Dynamics, Inc. 68,100 2,579,628 ------------ 13,212,673 ------------ OIL & GAS (1.5%) Newfield Exploration Co. (a) 50,000 2,952,500 ------------ PHARMACEUTICALS (1.0%) Endo Pharmaceuticals Holdings, Inc. (a) 89,100 1,872,882 ------------ REAL ESTATE (1.9%) VSt. Joe Co. (The) 59,300 3,807,060 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (1.6%) Altera Corp. (a) 18,700 387,090 Integrated Circuit Systems, Inc. (a) 36,200 757,304 Novellus Systems, Inc. (a) 25,000 697,250 Semtech Corp. (a) 24,900 544,563 Silicon Laboratories, Inc. (a) 19,900 702,669 ------------ 3,088,876 ------------ SOFTWARE (4.0%) Activision, Inc. (a) 74,600 1,505,428 Amdocs Ltd. (a) 27,300 716,625 Autodesk, Inc. 80,400 3,051,180 FactSet Research Systems, Inc. 45,800 2,676,552 ------------ 7,949,785 ------------ SPECIALTY RETAIL (6.4%) Aaron Rents, Inc. 102,500 2,562,500 Chico's FAS, Inc. (a) 62,900 2,863,837 Claire's Stores, Inc. 88,100 1,872,125 Michaels Stores, Inc. 87,800 2,631,366 Sherwin-Williams Co. (The) 60,000 2,677,800 ------------ 12,607,628 ------------ TEXTILES, APPAREL & LUXURY GOODS (2.7%) VCoach, Inc. (a) 61,300 3,457,320 Warnaco Group, Inc. (The) (a) 85,900 1,855,440 ------------ 5,312,760 ------------ THRIFTS & MORTGAGE FINANCE (3.0%) Doral Financial Corp. 60,450 2,977,163 IndyMac Bancorp, Inc. 87,100 3,000,595 ------------ 5,977,758 ------------ Total Common Stocks (Cost $146,849,340) 195,448,617 ------------ <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENT (1.1%) - ----------------------------------------------------------------------------- COMMERCIAL PAPER (1.1%) UBS Finance (Delaware) LLC 2.18%, due 1/3/05 $2,100,000 2,099,745 ------------ Total Short-Term Investment (Cost $2,099,745) 2,099,745 ------------ Total Investments (Cost $148,949,085) (b) 100.3% 197,548,362(c) Liabilities in Excess of Cash and Other Assets (0.3) (552,576) ---------- ------------ Net Assets 100.0% $196,995,786 ========== ============ </Table> <Table> (a) Non-income producing security. (b) The cost for federal income tax purposes is $149,386,293. (c) At December 31, 2004 net unrealized appreciation was $48,162,069, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $49,367,117 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $1,205,048. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 181 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $148,949,085) $197,548,362 Cash 676 Receivables: Investment securities sold 3,205,415 Fund shares sold 222,666 Dividends 48,812 Other assets 372 ------------ Total assets 201,026,303 ------------ LIABILITIES: Payables: Investment securities purchased 3,823,043 Manager 120,067 NYLIFE Distributors 13,966 Fund shares redeemed 8,728 Custodian 3,972 Accrued expenses 60,741 ------------ Total liabilities 4,030,517 ------------ Net assets $196,995,786 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 109,716 Service Class 60,241 Additional paid-in capital 151,930,781 Accumulated net realized loss on investments (3,704,229) Net unrealized appreciation on investments 48,599,277 ------------ Net assets $196,995,786 ============ INITIAL CLASS Net assets applicable to outstanding shares $127,345,055 ============ Shares of capital stock outstanding 10,971,604 ============ Net asset value per share outstanding $ 11.61 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 69,650,731 ============ Shares of capital stock outstanding 6,024,075 ============ Net asset value per share outstanding $ 11.56 ============ </Table> M- 182 MainStay VP Mid Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 767,363 Interest 34,981 ----------- Total income 802,344 ----------- EXPENSES: Manager 1,083,456 Distribution and service -- Service Class 102,817 Shareholder communication 82,297 Professional 47,253 Custodian 22,826 Directors 11,582 Portfolio pricing 3,391 Miscellaneous 18,623 ----------- Total expenses 1,372,245 ----------- Net investment loss (569,901) ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on investments 4,467,613 Net change in unrealized appreciation on investments 29,489,311 ----------- Net realized and unrealized gain on investments 33,956,924 ----------- Net increase in net assets resulting from operations $33,387,023 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $2,469. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 183 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment loss $ (569,901) $ (287,590) Net realized gain (loss) on investments 4,467,613 (1,945,913) Net change in unrealized appreciation (depreciation) on investments 29,489,311 20,457,689 --------------------------- Net increase in net assets resulting from operations 33,387,023 18,224,186 --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 35,057,296 47,169,766 Service Class 46,396,892 16,117,063 --------------------------- 81,454,188 63,286,829 Cost of shares redeemed: Initial Class (13,969,281) (3,683,456) Service Class (4,498,876) (435,043) --------------------------- (18,468,157) (4,118,499) --------------------------- Increase in net assets derived from capital share transactions 62,986,031 59,168,330 --------------------------- Net increase in net assets 96,373,054 77,392,516 NET ASSETS: Beginning of year 100,622,732 23,230,216 --------------------------- End of year $196,995,786 $100,622,732 =========================== </Table> M- 184 MainStay VP Mid Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ----------------------------------------------- --------------------------- JULY 2, JUNE 5, 2001(A) 2003(A) THROUGH YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2004 2003 Net asset value at beginning of period $ 9.47 $ 6.54 $ 9.16 $ 10.00 $ 9.45 $ 7.77 -------- ------- ------- ------- ------- ------- Net investment loss (b) (0.03) (0.04) (0.05) (0.02) (0.05) (0.03) Net realized and unrealized gain (loss) on investments 2.17 2.97 (2.57) (0.82) 2.16 1.71 -------- ------- ------- ------- ------- ------- Total from investment operations 2.14 2.93 (2.62) (0.84) 2.11 1.68 -------- ------- ------- ------- ------- ------- Net asset value at end of period $ 11.61 $ 9.47 $ 6.54 $ 9.16 $ 11.56 $ 9.45 ======== ======= ======= ======= ======= ======= Total investment return 22.61% 44.78% (28.59%) (8.43%)(c) 22.30% 21.71%(c) Ratios (to average net assets)/Supplemental Data: Net investment loss (0.32%) (0.57%) (0.67%) (0.41%)+ (0.57%) (0.82%)+(d) Net expenses 0.88% 0.97% 0.97% 0.97%+ 1.13% 1.22%+ Expenses (before reimbursement) 0.88% 0.97% 1.10% 1.79%+ 1.13% 1.22%+ Portfolio turnover rate 50% 38% 163% 57% 50% 38% Net assets at end of period (in 000's) $127,345 $83,839 $23,230 $13,967 $69,651 $16,783 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Total return is not annualized. (d) Represents income earned for the year by the Initial Class shares less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. M- 185 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (85.4%)+ - ------------------------------------------------------------------------------ AEROSPACE & DEFENSE (1.1%) Raytheon Co. 92,400 $ 3,587,892 ------------ AUTO COMPONENTS (0.9%) TRW Automotive Holdings Corp. (a) 144,500 2,991,150 ------------ CHEMICALS (5.0%) Air Products & Chemicals, Inc. 18,750 1,086,937 Arch Chemicals, Inc. 143,700 4,135,686 Crompton Corp. 580,900 6,854,620 Mosaic Co. (The) (a) 17,200 280,704 Olin Corp. 207,075 4,559,792 ------------ 16,917,739 ------------ COMMERCIAL BANKS (2.5%) Compass Bancshares, Inc. 105,470 5,133,225 Hibernia Corp. Class A 51,897 1,531,480 Marshall & Ilsley Corp. 37,573 1,660,727 ------------ 8,325,432 ------------ COMMERCIAL SERVICES & SUPPLIES (2.6%) Imagistics International, Inc. (a) 7,136 240,198 Pitney Bowes, Inc. 181,000 8,376,680 ------------ 8,616,878 ------------ CONTAINERS & PACKAGING (7.7%) Owens-Illinois, Inc. (a) 247,400 5,603,610 Smurfit-Stone Container Corp. (a) 400,000 7,472,000 VTemple-Inland, Inc. 183,800 12,571,920 ------------ 25,647,530 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (0.7%) ALLTEL Corp. 41,600 2,444,416 ------------ ELECTRIC UTILITIES (4.2%) DTE Energy Co. 87,000 3,752,310 Entergy Corp. 53,400 3,609,306 PG&E Corp. (a) 42,794 1,424,184 PPL Corp. 100,100 5,333,328 ------------ 14,119,128 ------------ ENERGY EQUIPMENT & SERVICES (21.4%) Diamond Offshore Drilling, Inc. 57,900 2,318,895 VENSCO International, Inc. 471,200 14,955,888 VGlobalSantaFe Corp. 404,300 13,386,373 VPride International, Inc. (a) 413,600 8,495,344 VRowan Cos., Inc. (a) 579,700 15,014,230 VTransocean, Inc. (a) 412,500 17,485,875 ------------ 71,656,605 ------------ FOOD & STAPLES RETAILING (1.7%) Kroger Co. (The) (a) 330,000 5,788,200 ------------ </Table> <Table> <Caption> SHARES VALUE FOOD PRODUCTS (2.0%) Cadbury Schweppes PLC ADR (b) 176,100 $ 6,638,970 ------------ HEALTH CARE PROVIDERS & SERVICES (1.1%) Apria Healthcare Group, Inc. (a) 78,900 2,599,755 Universal Health Services, Inc. Class B ADR (b) 24,000 1,068,000 ------------ 3,667,755 ------------ INSURANCE (2.2%) Axis Capital Holdings, Ltd. 6,700 183,312 Hartford Financial Services Group, Inc. (The) 82,600 5,725,006 St. Paul Travelers Cos., Inc. (The) 36,500 1,353,055 ------------ 7,261,373 ------------ IT SERVICES (0.9%) Computer Sciences Corp. (a) 55,200 3,111,624 ------------ LEISURE EQUIPMENT & PRODUCTS (0.4%) Mattel, Inc. 75,400 1,469,546 ------------ MACHINERY (8.4%) AGCO Corp. (a) 180,100 3,942,389 Cummins, Inc. 92,400 7,742,196 VNavistar International Corp. (a) 190,680 8,386,106 Timken Co. (The) 316,000 8,222,320 ------------ 28,293,011 ------------ MEDIA (0.8%) Regal Entertainment Group Class A 124,900 2,591,675 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.6%) Constellation Energy Group, Inc. 44,500 1,945,095 ------------ OIL & GAS (2.3%) Kerr-McGee Corp. 81,000 4,680,990 Premcor, Inc. 71,000 2,994,070 ------------ 7,675,060 ------------ PAPER & FOREST PRODUCTS (6.5%) VBowater, Inc. 387,910 17,056,403 MeadWestvaco Corp. 134,951 4,573,489 ------------ 21,629,892 ------------ REAL ESTATE (0.8%) Highwoods Properties, Inc. 92,400 2,559,480 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 186 MainStay VP Mid Cap Value The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ------------------------------------------------------------------------------ ROAD & RAIL (3.4%) VBurlington Northern Santa Fe Corp. 191,400 $ 9,055,134 CSX Corp. 60,600 2,428,848 ------------ 11,483,982 ------------ SOFTWARE (0.3%) BMC Software, Inc. (a) 61,000 1,134,600 ------------ SPECIALTY RETAIL (2.8%) Limited Brands, Inc. 59,200 1,362,784 OfficeMax, Inc. 205,700 6,454,866 Payless ShoeSource, Inc. (a) 130,800 1,608,840 ------------ 9,426,490 ------------ THRIFTS & MORTGAGE FINANCE (5.1%) VPMI Group, Inc. (The) 320,600 13,385,050 Sovereign Bancorp, Inc. 157,841 3,559,315 ------------ 16,944,365 ------------ Total Common Stock (Cost $235,363,684) 285,927,888 ------------ <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (16.2%) - ------------------------------------------------------------------------------ COMMERCIAL PAPER (16.2%) AIG Funding, Inc. 2.31%, due 1/6/2005 $ 3,335,000 3,333,929 American General Finance Corp. 2.30%, due 1/5/2005 310,000 309,921 General Electric Capital Corp. 2.28%, due 1/27/2005 4,000,000 3,993,411 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE COMMERCIAL PAPER (CONTINUED) Goldman Sachs Group, Inc. (The) 2.33%, due 1/3/2005 $ 7,000,000 $ 6,999,093 International Business Machines Corp. 2.16%, due 1/7/2005 7,735,000 7,732,213 Lloyds Bank PLC 2.26%, due 1/14/2005 5,000,000 4,995,919 Morgan Stanley Dean Witter & Co. 2.32%, due 1/5/2005 10,000,000 9,997,419 UBS Finance (Delaware) LLC 2.18%, due 1/3/2005 11,050,000 11,048,662 USAA Capital Corp. 2.27%, due 1/6/2005 6,000,000 5,998,108 ------------ Total Commercial Paper (Cost $54,408,675) 54,408,675 ------------ Total Investments (Cost $289,772,359) (c) 101.6% 340,336,563(d) Liabilities in Excess of Cash and Other Assets (1.6) (5,394,081) ----------- ------------ Net Assets 100.0% $334,942,482 =========== ============ </Table> <Table> (a) Non-income producing security. (b) ADR -- American Depositary Receipt. (c) The cost for federal income tax purposes is $290,180,911. (d) At December 31, 2004 net unrealized appreciation was $50,155,652, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $50,472,034 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $316,382. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 187 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $289,772,359) $340,336,563 Cash 2,304 Receivables: Dividends 488,369 Fund shares sold 316,097 Other assets 513 ------------ Total assets 341,143,846 ------------ LIABILITIES: Payables: Investment securities purchased 5,887,643 Manager 190,463 Shareholder communication 44,330 Fund shares redeemed 21,027 NYLIFE Distributors 15,776 Custodian 6,924 Accrued expenses 35,201 ------------ Total liabilities 6,201,364 ------------ Net assets $334,942,482 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 207,217 Service Class 64,954 Additional paid-in capital 279,435,472 Accumulated undistributed net realized gain on investments 4,670,635 Net unrealized appreciation on investments 50,564,204 ------------ Net assets $334,942,482 ============ INITIAL CLASS Net assets applicable to outstanding shares $255,129,116 ============ Shares of capital stock outstanding 20,721,668 ============ Net asset value per share outstanding $ 12.31 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 79,813,366 ============ Shares of capital stock outstanding 6,495,440 ============ Net asset value per share outstanding $ 12.29 ============ </Table> M- 188 MainStay VP Mid Cap Value The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 3,931,705 Interest 376,045 ----------- Total income 4,307,750 ----------- EXPENSES: Manager 1,593,894 Shareholder communication 114,950 Distribution and service -- Service Class 109,059 Professional 55,161 Custodian 32,050 Directors 16,367 Portfolio pricing 2,620 Miscellaneous 20,380 ----------- Total expenses 1,944,481 ----------- Net investment income 2,363,269 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on investments 10,298,197 Net change in unrealized appreciation on investments 31,052,287 ----------- Net realized and unrealized gain on investments 41,350,484 ----------- Net increase in net assets resulting from operations $43,713,753 =========== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 189 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 2,363,269 $ 1,325,290 Net realized gain on investments 10,298,197 3,939,121 Net change in unrealized appreciation on investments 31,052,287 26,168,345 --------------------------- Net increase in net assets resulting from operations 43,713,753 31,432,756 --------------------------- Dividends and distributions to shareholders: From net investment income: Initial Class (1,957,895) (1,207,211) Service Class (502,828) (135,516) From net realized gain on investments Initial Class (2,187,840) -- Service Class (683,724) -- --------------------------- Total dividends and distributions to shareholders (5,332,287) (1,342,727) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 87,080,837 36,089,827 Service Class 54,156,460 15,944,392 Net asset value of shares issued to shareholders in reinvestment of dividends and distributions: Initial Class 4,145,735 1,207,211 Service Class 1,186,552 135,516 --------------------------- 146,569,584 53,376,946 Cost of shares redeemed: Initial Class (8,488,510) (8,465,482) Service Class (780,411) (133,110) --------------------------- (9,268,921) (8,598,592) --------------------------- Increase in net assets derived from capital share transactions 137,300,663 44,778,354 --------------------------- Net increase in net assets 175,682,129 74,868,383 NET ASSETS: Beginning of year 159,260,353 84,391,970 --------------------------- End of year $334,942,482 $159,260,353 =========================== </Table> M- 190 MainStay VP Mid Cap Value The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------ --------------------------- JULY 2, JUNE 5, 2001(A) 2003(A) THROUGH YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2004 2003 Net asset value at beginning of period $ 10.65 $ 8.33 $ 9.85 $ 10.00 $ 10.64 $ 9.18 -------- -------- ------- ------- ------- ------- Net investment income 0.10 0.11(b) 0.09 0.05 0.08 0.05(b) Net realized and unrealized gain (loss) on investments 1.77 2.30 (1.52) (0.15) 1.76 1.50 -------- -------- ------- ------- ------- ------- Total from investment operations 1.87 2.41 (1.43) (0.10) 1.84 1.55 -------- -------- ------- ------- ------- ------- Less dividends and distributions: From net investment income (0.10) (0.09) (0.09) (0.05) (0.08) (0.09) From net realized gain on investments (0.11) -- -- -- (0.11) -- -------- -------- ------- ------- ------- ------- Total dividends and distributions (0.21) (0.09) (0.09) (0.05) (0.19) (0.09) -------- -------- ------- ------- ------- ------- Net asset value at end of period $ 12.31 $ 10.65 $ 8.33 $ 9.85 $ 12.29 $ 10.64 ======== ======== ======= ======= ======= ======= Total investment return 17.54% 28.97% (14.57%) (1.03%)(c) 17.25% 16.89%(c) Ratios (to average net assets)/Supplemental Data: Net investment income 1.08% 1.21% 1.39% 1.60% 0.83% 0.96%+(d) Net expenses 0.81% 0.84% 0.89% 0.89% 1.06% 1.09%+ Expenses (before reimbursement) 0.81% 0.84% 0.92% 1.29% 1.06% 1.09%+ Portfolio turnover rate 29% 34% 46% 21% 29% 34% Net assets at end of period (in 000's) $255,129 $141,877 $84,392 $29,821 $79,813 $17,384 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Total Return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 191 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (96.7%)+ - -------------------------------------------------------------------------------- AEROSPACE & DEFENSE (2.0%) Boeing Co. (The) 105,786 $ 5,476,541 General Dynamics Corp. 25,189 2,634,769 Goodrich Corp. 14,807 483,301 Honeywell International, Inc. 108,356 3,836,886 L-3 Communications Holdings, Inc. 14,500 1,061,980 Lockheed Martin Corp. 55,776 3,098,357 Northrop Grumman Corp. 46,401 2,522,358 Raytheon Co. 56,527 2,194,943 Rockwell Collins, Inc. 22,625 892,330 United Technologies Corp. 64,270 6,642,305 -------------- 28,843,770 -------------- AIR FREIGHT & LOGISTICS (1.1%) FedEx Corp. 37,872 3,730,013 Ryder System, Inc. 7,993 381,826 United Parcel Service, Inc. Class B 141,029 12,052,338 -------------- 16,164,177 -------------- AIRLINES (0.1%) Delta Air Lines, Inc. (a) 15,876 118,753 Southwest Airlines Co. 99,168 1,614,455 -------------- 1,733,208 -------------- AUTO COMPONENTS (0.2%) Cooper Tire & Rubber Co. 9,423 203,066 Dana Corp. 18,850 326,670 Delphi Corp. 70,704 637,750 Goodyear Tire & Rubber Co. (The) (a) 22,063 323,444 Johnson Controls, Inc. 23,971 1,520,720 Visteon Corp. 16,343 159,671 -------------- 3,171,321 -------------- AUTOMOBILES (0.6%) Ford Motor Co. 230,955 3,381,181 General Motors Corp. 71,147 2,850,149 Harley-Davidson, Inc. 37,198 2,259,779 -------------- 8,491,109 -------------- BEVERAGES (2.2%) Adolph Coors Co. Class B 4,697 355,422 Anheuser-Busch Cos., Inc. 99,530 5,049,157 Brown-Forman Corp. Class B 15,358 747,627 Coca-Cola Co. (The) (c) 304,481 12,675,544 Coca-Cola Enterprises, Inc. 59,092 1,232,068 Pepsi Bottling Group, Inc. (The) 31,550 853,112 PepsiCo, Inc. 211,918 11,062,120 -------------- 31,975,050 -------------- BIOTECHNOLOGY (1.3%) Amgen, Inc. (a) 159,754 10,248,219 Biogen Idec, Inc. (a) 42,052 2,801,084 Chiron Corp. (a) 23,696 789,788 </Table> <Table> <Caption> SHARES VALUE BIOTECHNOLOGY (CONTINUED) Genzyme Corp. (a) 31,191 $ 1,811,261 Gilead Sciences, Inc. (a) 54,564 1,909,194 MedImmune, Inc. (a) 31,413 851,607 -------------- 18,411,153 -------------- BUILDING PRODUCTS (0.2%) American Standard Cos., Inc. (a) 27,435 1,133,614 Masco Corp. 56,475 2,063,032 -------------- 3,196,646 -------------- CAPITAL MARKETS (2.8%) Bank of New York Co., Inc. (The) 97,607 3,262,026 Bear Stearns Cos., Inc. (The) 12,960 1,325,938 Charles Schwab Corp. (The) 170,543 2,039,694 E*TRADE Financial Corp. (a) 46,160 690,092 Federated Investors, Inc. Class B 13,720 417,088 Franklin Resources, Inc. 31,554 2,197,736 Goldman Sachs Group, Inc. (The) 60,924 6,338,533 Janus Capital Group, Inc. 30,162 507,023 Lehman Brothers Holdings, Inc. 33,858 2,961,898 Mellon Financial Corp. 53,472 1,663,514 Merrill Lynch & Co., Inc. 117,161 7,002,713 Morgan Stanley 137,694 7,644,771 Northern Trust Corp. 27,700 1,345,666 State Street Corp. 42,365 2,080,969 T. Rowe Price Group, Inc. 15,870 987,114 -------------- 40,464,775 -------------- CHEMICALS (1.6%) Air Products & Chemicals, Inc. 28,683 1,662,753 Dow Chemical Co. (The) 118,831 5,883,323 E.I. du Pont de Nemours & Co. 125,145 6,138,362 Eastman Chemical Co. 9,762 563,560 Ecolab, Inc. 32,451 1,140,004 Engelhard Corp. 16,140 495,014 Great Lakes Chemical Corp. 6,377 181,681 Hercules, Inc. (a) 14,049 208,628 International Flavors & Fragrances, Inc. 11,896 509,625 Monsanto Co. 33,273 1,848,315 PPG Industries, Inc. 21,639 1,474,914 Praxair, Inc. 40,943 1,807,633 Rohm & Haas Co. 28,164 1,245,694 Sigma-Aldrich Corp. 8,675 524,490 -------------- 23,683,996 -------------- </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 192 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- COMMERCIAL BANKS (5.8%) AmSouth Bancorp 44,284 $ 1,146,956 VBank of America Corp. 508,202 23,880,412 BB&T Corp. 69,587 2,926,133 Comerica, Inc. 21,904 1,336,582 Compass Bancshares, Inc. 15,400 749,518 Fifth Third Bancorp 70,678 3,341,656 First Horizon National Corp. 15,597 672,387 Huntington Bancshares, Inc. 28,841 714,680 KeyCorp 51,791 1,755,715 M&T Bank Corp. 14,770 1,592,797 Marshall & Ilsley Corp. 28,119 1,242,860 National City Corp. 85,373 3,205,756 North Fork Bancorp., Inc. 58,999 1,702,121 PNC Financial Services Group, Inc. (The) 35,586 2,044,060 Regions Financial Corp. 58,557 2,084,044 SunTrust Banks, Inc. 46,679 3,448,644 Synovus Financial Corp. 39,034 1,115,592 U.S. Bancorp 235,235 7,367,560 Wachovia Corp. 201,744 10,611,734 Wells Fargo & Co. 212,827 13,227,198 Zions Bancorp 11,242 764,793 -------------- 84,931,198 -------------- COMMERCIAL SERVICES & SUPPLIES (1.0%) Allied Waste Industries, Inc. (a) 40,089 372,026 Apollo Group, Inc. Class A (a) 23,334 1,883,287 Avery Dennison Corp. 13,920 834,782 Cendant Corp. 133,043 3,110,545 Cintas Corp. 21,587 946,805 Donnelley (R.R.) & Sons Co. 27,671 976,510 Equifax, Inc. 17,176 482,646 H&R Block, Inc. 21,235 1,040,515 Monster Worldwide, Inc. (a) 14,931 502,279 Pitney Bowes, Inc. 29,100 1,346,748 Robert Half International, Inc. 21,553 634,305 Waste Management, Inc. 72,106 2,158,854 -------------- 14,289,302 -------------- COMMUNICATIONS EQUIPMENT (2.6%) ADC Telecommunications, Inc. (a) 101,944 273,210 Andrew Corp. (a) 20,244 275,926 Avaya, Inc. (a) 57,060 981,432 CIENA Corp. (a) 71,697 239,468 Cisco Systems, Inc. (a) 829,668 16,012,592 Comverse Technology, Inc. (a) 24,689 603,646 Corning, Inc. (a) 175,634 2,067,212 JDS Uniphase Corp. (a) 181,657 575,853 Lucent Technologies, Inc. (a) 557,016 2,094,380 Motorola, Inc. 306,753 5,276,152 </Table> <Table> <Caption> SHARES VALUE COMMUNICATIONS EQUIPMENT (CONTINUED) QLogic Corp. (a) 11,596 $ 425,921 QUALCOMM, Inc. 206,231 8,744,194 Scientific-Atlanta, Inc. 18,875 623,064 Tellabs, Inc. (a) 58,113 499,191 -------------- 38,692,241 -------------- COMPUTERS & PERIPHERALS (3.8%) Apple Computer, Inc. (a) 50,693 3,264,629 Dell, Inc. (a) 312,610 13,173,386 EMC Corp. (a) 302,999 4,505,595 Gateway, Inc. (a) 47,346 284,550 Hewlett-Packard Co. 380,488 7,978,833 VInternational Business Machines Corp. 209,424 20,645,018 Lexmark International, Inc. (a) 16,273 1,383,205 NCR Corp. (a) 11,892 823,283 Network Appliance, Inc. (a) 45,064 1,497,026 Sun Microsystems, Inc. (a) 423,135 2,276,466 -------------- 55,831,991 -------------- CONSTRUCTION & ENGINEERING (0.0%) (B) Fluor Corp. 10,236 557,964 -------------- CONSTRUCTION MATERIALS (0.0%) (B) Vulcan Materials Co. 12,915 705,288 -------------- CONSUMER FINANCE (1.3%) American Express Co. 158,132 8,913,901 Capital One Financial Corp. 30,536 2,571,437 MBNA Corp. 161,216 4,544,679 Providian Financial Corp. (a) 36,700 604,449 SLM Corp. 54,137 2,890,374 -------------- 19,524,840 -------------- CONTAINERS & PACKAGING (0.2%) Ball Corp. 14,474 636,567 Bemis Co., Inc. 13,468 391,784 Pactiv Corp. (a) 18,893 477,804 Sealed Air Corp. (a) 10,614 565,408 Temple-Inland, Inc. 6,891 471,344 -------------- 2,542,907 -------------- DISTRIBUTORS (0.1%) Genuine Parts Co. 22,153 976,061 -------------- DIVERSIFIED FINANCIAL SERVICES (3.6%) CIT Group, Inc. 26,600 1,218,812 VCitigroup, Inc. 653,014 31,462,214 JPMorgan Chase & Co. 448,274 17,487,169 Moody's Corp. 18,678 1,622,184 Principal Financial Group, Inc. 38,587 1,579,752 -------------- 53,370,131 -------------- </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 193 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- DIVERSIFIED TELECOMMUNICATION SERVICES (2.9%) ALLTEL Corp. 38,226 $ 2,246,160 AT&T Corp. 99,750 1,901,235 BellSouth Corp. 231,052 6,420,935 CenturyTel, Inc. 17,032 604,125 Citizens Communications Co. 41,349 570,202 Qwest Communications International, Inc. (a) 228,743 1,015,619 SBC Communications, Inc. 417,642 10,762,634 Sprint Corp. (FON Group) 185,349 4,605,923 Verizon Communications, Inc. 348,866 14,132,562 -------------- 42,259,395 -------------- ELECTRIC UTILITIES (2.3%) Allegheny Energy, Inc. (a) 17,239 339,781 Ameren Corp. 24,496 1,228,229 American Electric Power Co., Inc. 49,888 1,713,154 CenterPoint Energy, Inc. 38,818 438,643 Cinergy Corp. 22,854 951,412 CMS Energy Corp. (a) 23,901 249,765 Consolidated Edison, Inc. 30,409 1,330,394 Dominion Resources, Inc. 41,658 2,821,913 DTE Energy Co. 21,896 944,375 Edison International 41,094 1,316,241 Entergy Corp. 28,203 1,906,241 Exelon Corp. 83,361 3,673,719 FirstEnergy Corp. 41,688 1,647,093 FPL Group, Inc. 23,296 1,741,376 PG&E Corp. (a) 50,542 1,682,038 Pinnacle West Capital Corp. 11,508 511,070 PPL Corp. 23,776 1,266,785 Progress Energy, Inc. 31,134 1,408,502 Public Service Enterprise Group, Inc. 29,757 1,540,520 Southern Co. (The) 93,060 3,119,371 TECO Energy, Inc. 23,777 364,739 TXU Corp. 30,270 1,954,231 Xcel Energy, Inc. 50,408 917,426 -------------- 33,067,018 -------------- ELECTRICAL EQUIPMENT (0.5%) American Power Conversion Corp. 24,932 533,545 Cooper Industries, Ltd. Class A 11,952 811,421 Emerson Electric Co. 53,312 3,737,171 Power-One, Inc. (a) 10,587 94,436 Rockwell Automation, Inc. 23,266 1,152,831 -------------- 6,329,404 -------------- ELECTRONIC EQUIPMENT & INSTRUMENTS (0.4%) Agilent Technologies, Inc. (a) 60,790 1,465,039 Jabil Circuit, Inc. (a) 25,109 642,288 </Table> <Table> <Caption> SHARES VALUE ELECTRONIC EQUIPMENT & INSTRUMENTS (CONTINUED) Molex, Inc. 23,906 $ 717,180 PerkinElmer, Inc. 16,042 360,785 Sanmina-SCI Corp. (a) 64,799 548,847 Solectron Corp. (a) 121,190 645,943 Symbol Technologies, Inc. 28,894 499,866 Tektronix, Inc. 10,776 325,543 Thermo Electron Corp. (a) 20,536 619,982 Waters Corp. (a) 14,925 698,341 -------------- 6,523,814 -------------- ENERGY EQUIPMENT & SERVICES (0.9%) Baker Hughes, Inc. 42,384 1,808,525 BJ Services Co. 20,374 948,206 Halliburton Co. 55,630 2,182,921 Nabors Industries, Ltd. (a) 18,715 959,892 Noble Corp. (a) 17,078 849,460 Rowan Cos., Inc. (a) 13,174 341,207 Schlumberger Ltd. 74,102 4,961,129 Transocean, Inc. (a) 40,420 1,713,404 -------------- 13,764,744 -------------- FOOD & STAPLES RETAILING (3.1%) Albertson's, Inc. 46,337 1,106,528 Costco Wholesale Corp. 59,049 2,858,562 CVS Corp. 50,374 2,270,356 Kroger Co. (The) (a) 93,086 1,632,728 Safeway, Inc. (a) 56,264 1,110,651 SUPERVALU, Inc. 16,926 584,287 Sysco Corp. 80,638 3,077,953 Walgreen Co. 128,721 4,939,025 VWal-Mart Stores, Inc. 532,854 28,145,347 -------------- 45,725,437 -------------- FOOD PRODUCTS (1.3%) Archer-Daniels-Midland Co. 82,087 1,831,361 Campbell Soup Co. 51,743 1,546,598 ConAgra Foods, Inc. 64,768 1,907,418 General Mills, Inc. 45,870 2,280,198 H.J. Heinz Co. 44,099 1,719,420 Hershey Foods Corp. 31,083 1,726,350 Kellogg Co. 52,131 2,328,171 McCormick & Co., Inc. 17,162 662,453 Sara Lee Corp. 99,909 2,411,803 Wm. Wrigley Jr. Co. 28,355 1,961,882 -------------- 18,375,654 -------------- GAS UTILITIES (0.3%) KeySpan Corp. 20,191 796,535 Kinder Morgan, Inc. 15,485 1,132,418 Nicor, Inc. 5,525 204,093 NiSource, Inc. 33,189 756,045 Peoples Energy Corp. 4,750 208,763 </Table> M- 194 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- GAS UTILITIES (CONTINUED) Sempra Energy 29,213 $ 1,071,533 -------------- 4,169,387 -------------- HEALTH CARE EQUIPMENT & SUPPLIES (2.1%) Applera Corp.-Applied Biosystems Group 25,426 531,658 Bausch & Lomb, Inc. 6,660 429,304 Baxter International, Inc. 77,592 2,680,028 Becton, Dickinson & Co. 31,863 1,809,818 Biomet, Inc. 31,997 1,388,350 Boston Scientific Corp. (a) 106,278 3,778,183 C.R. Bard, Inc. 13,118 839,290 Fisher Scientific International, Inc. (a) 14,449 901,329 Guidant Corp. 40,138 2,893,950 Hospira, Inc. (a) 19,629 657,571 Medtronic, Inc. 152,288 7,564,145 Millipore Corp. (a) 5,982 297,963 St. Jude Medical, Inc. (a) 44,452 1,863,872 Stryker Corp. 50,457 2,434,550 Zimmer Holdings, Inc. (a) 30,891 2,474,987 -------------- 30,544,998 -------------- HEALTH CARE PROVIDERS & SERVICES (2.2%) Aetna, Inc. 18,607 2,321,223 AmerisourceBergen Corp. 13,225 776,043 Cardinal Health, Inc. 54,352 3,160,569 Caremark Rx, Inc. (a) 57,303 2,259,457 CIGNA Corp. 16,955 1,383,019 Express Scripts, Inc. (a) 9,600 733,824 HCA, Inc. 52,961 2,116,322 Health Management Associates, Inc. Class A 30,370 690,006 Humana, Inc. (a) 20,056 595,463 IMS Health, Inc. 29,418 682,792 Laboratory Corp. of America Holdings (a) 17,400 866,868 Manor Care, Inc. 11,001 389,765 McKesson Corp. 36,947 1,162,353 Medco Health Solutions, Inc. (a) 34,301 1,426,922 Quest Diagnostics, Inc. 12,798 1,222,849 Tenet Healthcare Corp. (a) 58,774 645,338 UnitedHealth Group, Inc. 82,289 7,243,901 Wellpoint, Inc. (a) 37,141 4,271,215 -------------- 31,947,929 -------------- HOTELS, RESTAURANTS & LEISURE (1.5%) Carnival Corp. 79,686 4,592,304 Darden Restaurants, Inc. 19,901 552,054 Harrah's Entertainment, Inc. 14,207 950,306 Hilton Hotels Corp. 47,844 1,087,964 International Game Technology 43,400 1,492,092 </Table> <Table> <Caption> SHARES VALUE HOTELS, RESTAURANTS & LEISURE (CONTINUED) Marriott International, Inc. Class A 28,176 $ 1,774,525 McDonald's Corp. 158,195 5,071,732 Starbucks Corp. (a) 50,359 3,140,387 Starwood Hotels & Resorts Worldwide, Inc. 26,241 1,532,474 Wendy's International, Inc. 14,685 576,533 Yum! Brands, Inc. 36,657 1,729,477 -------------- 22,499,848 -------------- HOUSEHOLD DURABLES (0.5%) Black & Decker Corp. (The) 9,909 875,262 Centex Corp. 15,586 928,614 Fortune Brands, Inc. 18,204 1,404,985 KB HOME 5,985 624,834 Leggett & Platt, Inc. 24,189 687,693 Maytag Corp. 9,900 208,890 Newell Rubbermaid, Inc. 34,619 837,434 Pulte Homes, Inc. 16,040 1,023,352 Snap-on, Inc. 7,250 249,110 Stanley Works (The) 10,354 507,242 Whirlpool Corp. 8,346 577,627 -------------- 7,925,043 -------------- HOUSEHOLD PRODUCTS (1.8%) Clorox Co. (The) 19,100 1,125,563 Colgate-Palmolive Co. 66,790 3,416,976 Kimberly-Clark Corp. 61,443 4,043,564 Procter & Gamble Co. (The) 319,214 17,582,307 -------------- 26,168,410 -------------- INDUSTRIAL CONGLOMERATES (4.6%) 3M Co. 97,941 8,038,018 VGeneral Electric Co. (c) 1,330,301 48,555,987 Textron, Inc. 17,429 1,286,260 Tyco International Ltd. 253,257 9,051,405 -------------- 66,931,670 -------------- INSURANCE (4.1%) Ace, Ltd. 35,763 1,528,868 AFLAC, Inc. 63,926 2,546,812 Allstate Corp. (The) 86,492 4,473,366 Ambac Financial Group, Inc. 13,633 1,119,678 VAmerican International Group, Inc. 327,747 21,523,146 Aon Corp. 39,580 944,379 Chubb Corp. (The) 24,038 1,848,522 Cincinnati Financial Corp. 21,246 940,348 Hartford Financial Services Group, Inc. (The) 36,916 2,558,648 Jefferson-Pilot Corp. 17,273 897,505 Lincoln National Corp. 22,500 1,050,300 Loews Corp. 23,338 1,640,662 Marsh & McLennan Cos., Inc. 66,028 2,172,321 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 195 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- INSURANCE (CONTINUED) MBIA, Inc. 18,058 $ 1,142,710 MetLife, Inc. 93,830 3,801,053 Progressive Corp. (The) 25,241 2,141,447 Prudential Financial, Inc. 64,649 3,553,109 SAFECO Corp. 15,834 827,168 St. Paul Travelers Cos., Inc. (The) 83,822 3,107,282 Torchmark Corp. 13,628 778,704 UnumProvident Corp. 36,577 656,191 XL Capital Ltd. Class A 17,436 1,353,905 -------------- 60,606,124 -------------- INTERNET & CATALOG RETAIL (0.7%) eBay, Inc. (a) 83,366 9,693,798 -------------- INTERNET SOFTWARE & SERVICES (0.4%) Yahoo!, Inc. (a) 173,257 6,528,324 -------------- IT SERVICES (1.1%) Affiliated Computer Services, Inc. Class A (a) 16,155 972,369 Automatic Data Processing, Inc. 73,436 3,256,886 Computer Sciences Corp. (a) 23,783 1,340,648 Convergys Corp. (a) 17,936 268,861 Electronic Data Systems Corp. 64,536 1,490,782 First Data Corp. 104,607 4,449,982 Fiserv, Inc. (a) 24,455 982,846 Paychex, Inc. 47,676 1,624,798 Sabre Holdings Corp. 17,270 382,703 SunGard Data Systems, Inc. (a) 35,997 1,019,795 Unisys Corp. (a) 41,582 423,305 -------------- 16,212,975 -------------- LEISURE EQUIPMENT & PRODUCTS (0.2%) Brunswick Corp. 12,000 594,000 Eastman Kodak Co. 36,354 1,172,417 Hasbro, Inc. 22,038 427,096 Mattel, Inc. 52,186 1,017,105 -------------- 3,210,618 -------------- MACHINERY (1.5%) Caterpillar, Inc. 42,964 4,189,420 Cummins, Inc. 5,391 451,712 Danaher Corp. 38,685 2,220,906 Deere & Co. 31,191 2,320,610 Dover Corp. 25,581 1,072,867 Eaton Corp. 19,077 1,380,412 Illinois Tool Works, Inc. 37,256 3,452,886 Ingersoll-Rand Co. Class A 21,890 1,757,767 ITT Industries, Inc. 11,595 979,198 Navistar International Corp. (a) 8,658 380,779 </Table> <Table> <Caption> SHARES VALUE MACHINERY (CONTINUED) PACCAR, Inc. 22,111 $ 1,779,493 Pall Corp. 15,628 452,431 Parker-Hannifin Corp. 15,110 1,144,431 -------------- 21,582,912 -------------- MEDIA (3.9%) Clear Channel Communications, Inc. 72,274 2,420,456 Comcast Corp. Class A (a) 279,724 9,309,215 Dow Jones & Co., Inc. 10,354 445,843 Gannett Co., Inc. 32,163 2,627,717 Interpublic Group of Cos., Inc. (The) (a) 53,207 712,974 Knight-Ridder, Inc. 9,668 647,176 McGraw-Hill Cos., Inc. (The) 24,024 2,199,157 Meredith Corp. 6,301 341,514 New York Times Co. (The) Class A 18,549 756,799 News Corp. Class A 329,200 6,142,872 Omnicom Group, Inc. 23,425 1,975,196 Time Warner, Inc. (a) 576,123 11,199,831 Tribune Co. 40,148 1,691,837 Univision Communications, Inc. Class A (a) 40,614 1,188,772 Viacom, Inc. Class B 214,798 7,816,499 Walt Disney Co. (The) 257,131 7,148,242 -------------- 56,624,100 -------------- METALS & MINING (0.7%) Alcoa, Inc. 109,800 3,449,916 Allegheny Technologies, Inc. 11,752 254,666 Freeport-McMoRan Copper & Gold, Inc. Class B 22,343 854,173 Newmont Mining Corp. 55,834 2,479,588 Nucor Corp. 19,936 1,043,450 Phelps Dodge Corp. 12,051 1,192,085 United States Steel Corp. 14,289 732,311 -------------- 10,006,189 -------------- MULTILINE RETAIL (1.1%) Big Lots, Inc. (a) 14,515 176,067 Dillard's, Inc. Class A 10,550 283,479 Dollar General Corp. 41,381 859,483 Family Dollar Stores, Inc. 21,167 661,045 Federated Department Stores, Inc. 21,286 1,230,118 J.C. Penney Co., Inc. (Holding Co.) 35,955 1,488,537 Kohl's Corp. (a) 43,055 2,117,014 May Department Stores Co. (The) 36,789 1,081,597 Nordstrom, Inc. 17,646 824,598 Sears, Roebuck and Co. 26,101 1,331,934 </Table> M- 196 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- MULTILINE RETAIL (CONTINUED) Target Corp. 112,698 $ 5,852,407 -------------- 15,906,279 -------------- MULTI-UTILITIES & UNREGULATED POWER (0.5%) AES Corp. (The) (a) 80,373 1,098,699 Calpine Corp. (a) 67,184 264,705 Constellation Energy Group, Inc. 22,094 965,729 Duke Energy Corp. 120,575 3,054,165 Dynegy, Inc. Class A (a) 46,130 213,120 El Paso Corp. 80,911 841,474 Williams Cos., Inc. (The) 70,013 1,140,512 -------------- 7,578,404 -------------- OFFICE ELECTRONICS (0.1%) Xerox Corp. (a) 120,143 2,043,632 -------------- OIL & GAS (5.8%) Amerada Hess Corp. 11,298 930,729 Anadarko Petroleum Corp. 31,156 2,019,221 Apache Corp. 41,044 2,075,595 Ashland, Inc. 8,603 502,243 Burlington Resources, Inc. 49,770 2,164,995 ChevronTexaco Corp. 266,574 13,997,801 ConocoPhillips 86,888 7,544,485 Devon Energy Corp. 60,996 2,373,964 EOG Resources, Inc. 14,747 1,052,346 VExxonMobil Corp. 811,723 41,608,921 Kerr-McGee Corp. 18,870 1,090,497 Marathon Oil Corp. 43,629 1,640,887 Occidental Petroleum Corp. 49,711 2,901,134 Sunoco, Inc. 9,248 755,654 Unocal Corp. 33,216 1,436,260 Valero Energy Corp. 32,338 1,468,145 XTO Energy, Inc. 32,800 1,160,464 -------------- 84,723,341 -------------- PAPER & FOREST PRODUCTS (0.5%) Georgia-Pacific Corp. 32,553 1,220,086 International Paper Co. 61,293 2,574,306 Louisiana-Pacific Corp. 13,751 367,702 MeadWestvaco Corp. 25,427 861,721 Weyerhaeuser Co. 30,460 2,047,521 -------------- 7,071,336 -------------- PERSONAL PRODUCTS (0.6%) Alberto-Culver Co. 11,354 551,464 Avon Products, Inc. 59,468 2,301,411 Gillette Co. (The) 124,900 5,593,022 -------------- 8,445,897 -------------- PHARMACEUTICALS (6.6%) Abbott Laboratories 195,996 9,143,213 </Table> <Table> <Caption> SHARES VALUE PHARMACEUTICALS (CONTINUED) Allergan, Inc. 16,601 $ 1,345,843 Bristol-Myers Squibb Co. 245,137 6,280,410 Forest Laboratories, Inc. (a) 46,417 2,082,267 VJohnson & Johnson 373,380 23,679,760 King Pharmaceuticals, Inc. (a) 30,390 376,836 Lilly (Eli) & Co. 142,430 8,082,903 Merck & Co., Inc. 279,429 8,980,848 Mylan Laboratories, Inc. 33,793 597,460 VPfizer, Inc. 947,651 25,482,335 Schering-Plough Corp. 185,655 3,876,476 Watson Pharmaceuticals, Inc. (a) 13,528 443,854 Wyeth 167,847 7,148,604 -------------- 97,520,809 -------------- REAL ESTATE (0.5%) Apartment Investment & Management Co. Class A 11,953 460,669 Archstone-Smith Trust 24,700 946,010 Equity Office Properties Trust 50,464 1,469,512 Equity Residential 35,149 1,271,691 Plum Creek Timber Co., Inc. 23,082 887,272 ProLogis 22,773 986,754 Simon Property Group, Inc. 27,902 1,804,422 -------------- 7,826,330 -------------- ROAD & RAIL (0.5%) Burlington Northern Santa Fe Corp. 47,096 2,228,112 CSX Corp. 27,082 1,085,446 Norfolk Southern Corp. 49,852 1,804,144 Union Pacific Corp. 32,703 2,199,277 -------------- 7,316,979 -------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (2.9%) Advanced Micro Devices, Inc. (a) 48,584 1,069,820 Altera Corp. (a) 46,871 970,230 Analog Devices, Inc. 47,724 1,761,970 Applied Materials, Inc. (a) 213,970 3,658,887 Applied Micro Circuits Corp. (a) 39,497 166,282 Broadcom Corp. Class A (a) 41,490 1,339,297 Freescale Semiconductor, Inc. Class B (a) 49,165 902,669 Intel Corp. 796,674 18,634,205 KLA-Tencor Corp. (a) 24,598 1,145,775 Linear Technology Corp. 38,721 1,500,826 LSI Logic Corp. (a) 47,623 260,974 Maxim Integrated Products, Inc. 40,657 1,723,450 Micron Technology, Inc. (a) 77,024 951,246 National Semiconductor Corp. 45,012 807,965 Novellus Systems, Inc. (a) 17,998 501,964 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 197 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (CONTINUED) NVIDIA Corp. (a) 20,899 $ 492,381 PMC-Sierra, Inc. (a) 21,427 241,054 Teradyne, Inc. (a) 23,859 407,273 Texas Instruments, Inc. 218,143 5,370,681 Xilinx, Inc. 43,558 1,291,495 -------------- 43,198,444 -------------- SOFTWARE (4.1%) Adobe Systems, Inc. 30,156 1,891,987 Autodesk, Inc. 28,044 1,064,270 BMC Software, Inc. (a) 28,116 522,958 Citrix Systems, Inc. (a) 20,667 506,961 Computer Associates International, Inc. 73,587 2,285,612 Compuware Corp. (a) 48,670 314,895 Electronic Arts, Inc. (a) 38,079 2,348,713 Intuit, Inc. (a) 24,148 1,062,753 Mercury Interactive Corp. (a) 10,614 483,468 VMicrosoft Corp. (c) 1,367,935 36,537,544 Novell, Inc. (a) 48,716 328,833 Oracle Corp. (a) 646,180 8,865,590 Parametric Technology Corp. (a) 33,953 199,983 PeopleSoft, Inc. (a) 1,400 37,072 Siebel Systems, Inc. (a) 63,731 669,175 Symantec Corp. (a) 79,902 2,058,276 VERITAS Software Corp. (a) 53,169 1,517,975 -------------- 60,696,065 -------------- SPECIALTY RETAIL (2.3%) AutoNation, Inc. (a) 34,283 658,576 AutoZone, Inc. (a) 10,017 914,652 Bed Bath & Beyond, Inc. (a) 37,948 1,511,469 Best Buy Co., Inc. 40,849 2,427,248 Circuit City Stores, Inc. 25,090 392,408 Gap, Inc. (The) 110,448 2,332,662 Home Depot, Inc. (The) 276,329 11,810,301 Limited Brands, Inc. 50,901 1,171,741 Lowe's Cos., Inc. 97,355 5,606,674 Office Depot, Inc. (a) 39,196 680,443 OfficeMax, Inc. 11,773 369,437 RadioShack Corp. 20,075 660,066 Sherwin-Williams Co. (The) 17,799 794,369 Staples, Inc. 63,033 2,124,842 Tiffany & Co. 18,407 588,472 TJX Cos., Inc. (The) 60,715 1,525,768 Toys "R" Us, Inc. (a) 26,989 552,465 -------------- 34,121,593 -------------- TEXTILES, APPAREL & LUXURY GOODS (0.4%) Coach, Inc. (a) 23,706 1,337,019 Jones Apparel Group, Inc. 15,407 563,434 Liz Claiborne, Inc. 13,526 570,932 </Table> <Table> <Caption> SHARES VALUE TEXTILES, APPAREL & LUXURY GOODS (CONTINUED) NIKE, Inc. Class B 33,031 $ 2,995,581 Reebok International Ltd. 7,529 331,276 V.F. Corp. 13,897 769,616 -------------- 6,567,858 -------------- THRIFTS & MORTGAGE FINANCE (1.8%) Countrywide Financial Corp. 73,149 2,707,244 Fannie Mae 121,994 8,687,193 Freddie Mac 86,838 6,399,961 Golden West Financial Corp. 38,458 2,362,090 MGIC Investment Corp. 12,237 843,252 Sovereign Bancorp, Inc. 43,150 973,033 Washington Mutual, Inc. 110,097 4,654,901 -------------- 26,627,674 -------------- TOBACCO (1.2%) Altria Group, Inc. 258,645 15,803,209 Reynolds American, Inc. 18,622 1,463,689 UST, Inc. 21,261 1,022,867 -------------- 18,289,765 -------------- TRADING COMPANIES & DISTRIBUTORS (0.0%) (B) Grainger (W.W.), Inc. 11,450 762,799 -------------- WIRELESS TELECOMMUNICATION SERVICES (0.3%) Nextel Communications, Inc. Class A (a) 140,022 4,200,660 -------------- Total Common Stocks (Cost $1,199,236,157) 1,421,152,784(d) -------------- WARRANTS (0.0%) (B) - -------------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT (0.0%) (B) Lucent Technologies, Inc. (a) 18,011 28,457 -------------- Total Warrants (Cost $0) 28,457 -------------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (2.6%) - -------------------------------------------------------------------------------- COMMERCIAL PAPER (0.9%) Baystate Health Systems 2.27%, due 1/5/05 (c) $ 200,000 199,949 Dealers Capital Access Trust 2.30%, due 1/14/05 (c) 300,000 299,750 ING Funding LLC 2.11%, due 1/4/05 (c) 1,000,000 999,825 New Jersey Natural Gas Co. 2.30%, due 1/7/05 (c) 3,400,000 3,398,695 UBS Finance Delaware LLC 2.35%, due 1/3/05 (c) 5,900,000 5,899,231 </Table> M- 198 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - -------------------------------------------------------------------------------- COMMERCIAL PAPER (CONTINUED) Wisconsin Public Service Corp. 2.30%, due 1/4/05 (c) $ 2,220,000 $ 2,199,578 -------------- Total Commercial Paper (Cost $12,997,028) 12,997,028 -------------- U.S. GOVERNMENT (1.7%) United States Treasury Bills 1.75%, due 1/20/05 (c) 23,400,000 23,379,670 1.75%, due 1/27/05 (c) 2,200,000 2,197,205 -------------- Total U.S. Government (Cost $25,576,875) 25,576,875 -------------- Total Short-Term Investments (Cost $38,573,903) 38,573,903 -------------- Total Investments (Cost $1,237,810,060) (e) 99.3% 1,459,755,144(f) Cash and Other Assets, Less Liabilities 0.7 10,005,144 ----------- -------------- Net Assets 100.0% $1,469,760,288 =========== ============== </Table> <Table> <Caption> UNREALIZED CONTRACTS APPRECIATION LONG (DEPRECIATION) (G) FUTURES CONTRACTS (0.0%) (B) - ---------------------------------------------------------------------------------- Standard & Poor's 500 Index March 2005 155 $ 676,408 Mini March 2005 9 (1,764) ------------------ Total Futures Contracts (Settlement Value $47,577,040) (d) $ 674,644 ================== </Table> <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) Represents security or a portion thereof, which is segregated or designated as collateral for futures contracts. (d) The combined market value of common stocks and settle- ment value of Standard & Poor's 500 Index futures contracts represents 99.9% of net assets. (e) The cost for federal income tax purposes is $1,251,378,836. (f) At December 31 2004, net unrealized appreciation was $208,376,308 based on cost for federal income tax pur- poses. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $361,759,377, and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $153,383,069. (g) Represents the difference between the value of the con- tracts at the time they were opened and the value at December 31, 2004. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 199 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $1,237,810,060) $1,459,755,144 Cash 29,128 Receivables: Fund shares sold 11,190,316 Dividends 1,867,065 Investment securities sold 1,017,393 Other assets 3,611 -------------- Total assets 1,473,862,657 -------------- LIABILITIES: Payables: Investment securities purchased 2,600,057 Fund shares redeemed 752,887 Administrator 244,192 Shareholder communication 235,098 Adviser 122,096 NYLIFE Distributors 29,935 Variation margin on futures contracts 25,066 Custodian 22,707 Accrued expenses 70,331 -------------- Total liabilities 4,102,369 -------------- Net assets $1,469,760,288 ============== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 542,165 Service Class 60,676 Additional paid-in capital 1,344,447,475 Accumulated undistributed net investment income 126,715 Accumulated net realized loss on investments (98,036,471) Net unrealized appreciation on investments and futures transactions 222,619,728 -------------- Net assets $1,469,760,288 ============== INITIAL CLASS Net assets applicable to outstanding shares $1,322,061,005 ============== Shares of capital stock outstanding 54,216,539 ============== Net asset value per share outstanding $ 24.38 ============== SERVICE CLASS Net assets applicable to outstanding shares $ 147,699,283 ============== Shares of capital stock outstanding 6,067,630 ============== Net asset value per share outstanding $ 24.34 ============== </Table> M- 200 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 26,512,044 Interest 596,895 ------------ Total income 27,108,939 ------------ EXPENSES: Administration 2,674,893 Advisory 1,337,447 Shareholder communication 705,236 Distribution and service -- Service Class 225,562 Professional 146,216 Custodian 143,136 Directors 88,638 Portfolio pricing 13,983 Miscellaneous 76,799 ------------ Total expenses 5,411,910 ------------ Net investment income 21,697,029 ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain (loss) from: Security transactions (7,581,488) Futures transactions 2,564,717 ------------ Net realized loss on investments (5,016,771) ------------ Net change in unrealized appreciation on: Security transactions 120,727,597 Futures transactions (187,041) ------------ Net unrealized appreciation on investments 120,540,556 ------------ Net realized and unrealized gain on investments 115,523,785 ------------ Net increase in net assets resulting from operations $137,220,814 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 201 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 21,697,029 $ 15,028,822 Net realized loss on investments and futures transactions (5,016,771) (18,541,477) Net change in unrealized appreciation (depreciation) on investments and futures transactions 120,540,556 277,146,705 ------------------------------- Net increase in net assets resulting from operations 137,220,814 273,634,050 ------------------------------- Dividends and distributions to shareholders: From net investment income: Initial Class (19,506,112) (14,545,804) Service Class (1,958,536) (428,723) Return of capital: Initial Class -- (111,649) Service Class -- (3,291) ------------------------------- Total dividends and distributions to shareholders (21,464,648) (15,089,467) ------------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 77,240,992 84,842,598 Service Class 99,175,026 36,816,399 Net asset value of shares issued to shareholders in reinvestment of dividends and distributions: Initial Class 19,506,112 14,657,453 Service Class 1,958,536 432,014 ------------------------------- 197,880,666 136,748,464 Cost of shares redeemed: Initial Class (120,375,153) (93,551,369) Service Class (2,353,717) (195,773) ------------------------------- (122,728,870) (93,747,142) ------------------------------- Increase in net assets derived from capital share transactions 75,151,796 43,001,322 ------------------------------- Net increase in net assets 190,907,962 301,545,905 NET ASSETS: Beginning of year 1,278,852,326 977,306,421 ------------------------------- End of year $1,469,760,288 $1,278,852,326 =============================== Accumulated undistributed net investment income at end of year $ 126,715 $ -- =============================== </Table> M- 202 MainStay VP S&P 500 Index Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECTED PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------------------------- ---------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 22.40 $ 17.68 $ 23.14 $ 26.88 $ 30.50 $ 22.38 $ 19.95 ---------- ---------- -------- ---------- ---------- -------- ------- Net investment income 0.37(b)(c) 0.27(b) 0.26 0.25 0.27 0.34(b)(c) 0.12(b) Net realized and unrealized gain (loss) on investments 1.98 4.72 (5.40) (3.49) (3.10) 1.95 2.56 ---------- ---------- -------- ---------- ---------- -------- ------- Total from investment operations 2.35 4.99 (5.14) (3.24) (2.83) 2.29 2.68 ---------- ---------- -------- ---------- ---------- -------- ------- Less dividends and distributions: From net investment income (0.37) (0.27) (0.26) (0.25) (0.27) (0.33) (0.25) From net realized gain on investments -- -- (0.06) (0.25) (0.52) -- -- Return of capital -- (0.00)(d) -- -- -- -- (0.00)(c) ---------- ---------- -------- ---------- ---------- -------- ------- Total dividends and distributions (0.37) (0.27) (0.32) (0.50) (0.79) (0.33) (0.25) ---------- ---------- -------- ---------- ---------- -------- ------- Net asset value at end of period $ 24.38 $ 22.40 $ 17.68 $ 23.14 $ 26.88 $ 24.34 $ 22.38 ========== ========== ======== ========== ========== ======== ======= Total investment return 10.49% 28.19% (22.21%) (12.11%) (9.32%) 10.22% 13.50%(e) Ratios (to average net assets)/Supplement Data: Net investment income 1.64%(c) 1.40% 1.25% 1.01% 0.94% 1.39%(c) 1.15%+(f) Expenses 0.39% 0.39% 0.38% 0.37% 0.37% 0.64% 0.64%+ Portfolio turnover rate 3% 3% 5% 4% 6% 3% 3% Net assets at end of period (in 000's) $1,322,061 $1,239,412 $977,306 $1,326,940 $1,527,577 $147,699 $39,440 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Included in net investment income per share and the ratio of net investment income to average net assets are $0.07 per share and 0.32%, respectively, resulting from a special one-time dividend from Microsoft Corp. that paid $3.00 per share. (d) Less than one cent per share. (e) Total Return is not annualized. (f) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 203 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (96.3%)+ - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (2.3%) Alliant Techsystems, Inc. (a) 11,700 $ 764,946 DRS Technologies, Inc. (a) 35,300 1,507,663 Innovative Solutions & Support, Inc. (a) 45,700 1,524,552 ------------ 3,797,161 ------------ AUTOMOBILES (1.1%) Winnebago Industries, Inc. 46,800 1,828,008 ------------ BIOTECHNOLOGY (0.5%) Nabi Biopharmaceuticals (a) 56,200 823,330 ------------ BUILDING PRODUCTS (0.9%) Trex Co., Inc. (a) 29,400 1,541,736 ------------ CAPITAL MARKETS (2.7%) VAffiliated Managers Group, Inc. (a)(b) 33,800 2,289,612 Jefferies Group, Inc. 52,800 2,126,784 ------------ 4,416,396 ------------ COMMERCIAL BANKS (4.8%) Hanmi Financial Corp. 43,900 1,577,766 UCBH Holdings, Inc. 46,900 2,148,958 Westcorp 41,500 1,906,095 Wintrust Financial Corp. 38,000 2,164,480 ------------ 7,797,299 ------------ COMMERCIAL SERVICES & SUPPLIES (1.8%) Charles River Associates, Inc. (a) 34,000 1,590,180 Corinthian Colleges, Inc. (a) 73,000 1,375,685 ------------ 2,965,865 ------------ COMMUNICATIONS EQUIPMENT (1.8%) Ixia (a) 82,400 1,385,144 Tekelec (a) 78,900 1,612,716 ------------ 2,997,860 ------------ ELECTRICAL EQUIPMENT (1.9%) Baldor Electric Co. 56,200 1,547,186 Genlyte Group, Inc. (The) (a) 18,500 1,585,080 ------------ 3,132,266 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (5.6%) FARO Technologies, Inc. (a) 45,700 1,424,926 FLIR Systems, Inc. (a) 22,000 1,403,380 Global Imaging Systems, Inc. (a) 35,300 1,394,350 OSI Systems, Inc. (a) 69,400 1,576,074 ScanSource, Inc. (a) 26,800 1,665,888 Trimble Navigation Ltd. (a) 48,000 1,585,920 ------------ 9,050,538 ------------ </Table> <Table> <Caption> SHARES VALUE ENERGY EQUIPMENT & SERVICES (4.5%) Cal Dive International, Inc. (a) 47,000 $ 1,915,250 Grey Wolf, Inc. (a) 144,800 763,096 Maverick Tube Corp. (a)(b) 53,400 1,618,020 Offshore Logistics, Inc. (a) 47,000 1,526,090 TETRA Technologies, Inc. (a) 50,500 1,429,150 ------------ 7,251,606 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (7.3%) ArthroCare Corp. (a)(b) 36,600 1,173,396 VCooper Cos., Inc. (The) (b) 31,400 2,216,526 Dade Behring Holdings, Inc. (a) 27,100 1,517,600 Immucor, Inc. (a) 67,000 1,575,170 Integra LifeSciences Holdings (a) 39,300 1,451,349 Mine Safety Appliances Co. 19,400 983,580 Nektar Therapeutics (a) 58,900 1,192,136 SurModics, Inc. (a)(b) 49,800 1,618,998 ------------ 11,728,755 ------------ HEALTH CARE PROVIDERS & SERVICES (3.6%) American Healthways, Inc. (a) 48,400 1,599,136 Molina Healthcare, Inc. (a) 34,600 1,604,748 VSierra Health Services, Inc. (a) 47,000 2,590,170 ------------ 5,794,054 ------------ HOTELS, RESTAURANTS & LEISURE (2.3%) Penn National Gaming, Inc. (a) 33,900 2,052,645 WMS Industries, Inc. (a)(b) 48,600 1,630,044 ------------ 3,682,689 ------------ HOUSEHOLD DURABLES (10.7%) VHovnanian Enterprises, Inc. Class A (a) 44,700 2,213,544 Jarden Corp. (a)(b) 46,000 1,998,240 M.D.C. Holdings, Inc. 18,930 1,636,309 M/I Homes, Inc. 29,300 1,614,723 VMeritage Homes Corp. (a) 19,300 2,175,110 VRyland Group, Inc. (The) 48,500 2,790,690 VWCI Communities, Inc. (a) 100,100 2,942,940 Yankee Candle Co., Inc. (The) (a) 57,500 1,907,850 ------------ 17,279,406 ------------ INTERNET & CATALOG RETAIL (1.3%) Coldwater Creek, Inc. (a) 63,750 1,967,962 HouseValues, Inc. (a) 4,200 63,084 ------------ 2,031,046 ------------ INTERNET SOFTWARE & SERVICES (0.8%) Digitas, Inc. (a) 131,900 1,259,645 ------------ MACHINERY (8.6%) A.S.V., Inc. (a) 26,400 1,264,560 </Table> <Table> + Percentages indicated are based on Fund net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 204 MainStay VP Small Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- MACHINERY (CONTINUED) Actuant Corp. Class A (a) 32,200 $ 1,679,230 Ceradyne, Inc. (a)(b) 29,000 1,659,090 CLARCOR, Inc. 30,900 1,692,393 Cummins, Inc. 19,900 1,667,421 VTerex Corp. (a) 50,600 2,411,090 Wabash National Corp. (a) 70,600 1,901,258 Wabtec Corp. 74,300 1,584,076 ------------ 13,859,118 ------------ MARINE (1.9%) Kirby Corp. (a) 35,800 1,588,804 Knightsbridge Tankers Ltd. (b) 43,700 1,460,891 ------------ 3,049,695 ------------ METALS & MINING (2.3%) Alliance Resource Partners, L.P. 22,200 1,642,800 Massey Energy Co. (b) 59,900 2,093,505 ------------ 3,736,305 ------------ OIL & GAS (2.7%) OMI Corp. 76,800 1,294,080 Petroleum Development Corp. (a) 38,900 1,500,373 Remington Oil & Gas Corp. (a) 56,600 1,542,350 ------------ 4,336,803 ------------ PERSONAL PRODUCTS (1.1%) Chattem, Inc. (a) 52,200 1,727,820 ------------ PHARMACEUTICALS (1.0%) Bradley Pharmaceuticals, Inc. (a) 79,400 1,540,360 ------------ REAL ESTATE (2.0%) American Home Mortgage Investment Corp. 45,800 1,568,650 Bluegreen Corp. (a) 81,100 1,608,213 ------------ 3,176,863 ------------ ROAD & RAIL (3.0%) Arkansas Best Corp. 35,300 1,584,617 Knight Transportation, Inc. 62,700 1,554,960 Old Dominion Freight Line, Inc. (a) 47,200 1,642,560 ------------ 4,782,137 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (2.7%) ATMI, Inc. (a) 12,600 283,878 Sigmatel, Inc. (a) 61,200 2,174,436 Tessera Technologies, Inc. (a) 49,600 1,845,616 ------------ 4,303,930 ------------ SOFTWARE (4.0%) Altiris, Inc. (a) 35,600 1,261,308 Epicor Software Corp. (a) 86,900 1,224,421 FactSet Research Systems, Inc. 27,600 1,612,944 </Table> <Table> <Caption> SHARES VALUE SOFTWARE (CONTINUED) MICROS Systems, Inc. (a) 15,600 $ 1,217,736 Progress Software Corp. (a) 48,100 1,123,135 ------------ 6,439,544 ------------ SPECIALTY RETAIL (8.5%) A.C. Moore Arts & Crafts, Inc. (a) 36,400 1,048,684 Children's Place Retail Stores, Inc. (The) (a) 48,200 1,784,846 Electronics Boutique Holdings Corp. (a) 40,200 1,726,188 Guess?, Inc. (a) 58,200 730,410 VGuitar Center, Inc. (a) 43,800 2,307,822 Hibbett Sporting Goods, Inc. (a) 40,950 1,089,680 Jos. A. Bank Clothiers, Inc. (a)(b) 56,200 1,590,460 PETCO Animal Supplies, Inc. (a) 48,500 1,914,780 Too, Inc. (a) 65,100 1,592,346 ------------ 13,785,216 ------------ TEXTILES, APPAREL & LUXURY GOODS (0.9%) Fossil, Inc. (a) 59,800 1,533,272 ------------ THRIFTS & MORTGAGE FINANCE (1.1%) Commercial Capital Bancorp, Inc. 78,966 1,830,432 ------------ TRADING COMPANIES & DISTRIBUTORS (2.6%) Hughes Supply, Inc. 57,600 1,863,360 VMSC Industrial Direct Co., Inc. Class A 63,900 2,299,122 ------------ 4,162,482 ------------ Total Common Stocks (Cost $129,871,380) 155,641,637 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (14.6%) - ----------------------------------------------------------------------------- COMMERCIAL PAPER (3.8%) UBS Finance Delaware LLC 2.18%, due 1/3/05 $3,120,000 3,119,622 USAA Capital Corp. 2.27%, due 1/6/05 3,000,000 2,999,054 ------------ Total Commercial Paper (Cost $6,118,676) 6,118,676 ------------ <Caption> SHARES VALUE INVESTMENT COMPANY (0.2%) AIM Institutional Funds Group (c) 469,528 469,528 ------------ Total Investment Company (Cost $469,528) 469,528 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 205 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ----------------------------------------------------------------------------- MASTER NOTE (0.4%) Banc of America Securities LLC 2.3926%, due 1/3/05 (c) 650,000 650,000 ------------ Total Master Note (Cost $650,000) 650,000 ------------ REPURCHASE AGREEMENTS (10.2%) Credit Suisse First Boston LLC 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,600,512 (c) (Collateralized by Various Bonds with a Principal Amount of $3,097,856 and a Market Value of $2,652,016) (d) 2,600,000 2,600,000 Dresdner Kleinwort Wasserstein Securities, LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,500,298 (c) (Collateralized by Various Bonds with a Principal Amount of $1,572,051 and a Market Value of $1,575,062) (d) 1,500,000 1,500,000 Lehman Brothers, Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $5,801,142 (c) (Collateralized by Various Bonds with a Principal Amount of $7,891,254 and a Market Value of $5,915,900) (d) 5,800,000 5,800,000 Merrill Lynch Pierce Fenner & Smith, Inc. 2.3925%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $5,601,116 (c) (Collateralized by Various Bonds with a Principal Amount of $5,526,968 and a Market Value of $5,880,008) (d) 5,600,000 5,600,000 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE REPURCHASE AGREEMENTS (CONTINUED) Morgan Stanley & Co, Inc. 2.3626%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,000,197 (c) (Collateralized by Various Bonds with a Principal Amount of $1,754,402 and a Market Value of $1,054,728) (d) 1,000,000 1,000,000 ------------ Total Repurchase Agreements (Cost $16,500,000) 16,500,000 ------------ Total Short-Term Investments (Cost $23,738,204) 23,738,204 ------------ Total Investments (Cost $153,609,584) (e) 110.9% 179,379,841(f) Liabilities in Excess of Cash and Other Assets (10.9) (17,693,154) ---------- ------------ Net Assets 100.0% $161,686,687 ========== ============ </Table> <Table> (a) Non-income producing security. (b) Represents security, or a portion thereof, which is out on loan. (c) Represents security, or a portion thereof, purchased with cash collateral received for securities on loan. (d) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (e) The cost for federal income tax purposes is $153,904,752. (f) At December 31, 2004 net unrealized appreciation was $25,475,089, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $26,759,186 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $1,284,097. </Table> M- 206 MainStay VP Small Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $137,109,584) including $16,576,961 market value of securities loaned $162,879,841 Investment in repurchase agreements, at value (amortized cost $16,500,000) 16,500,000 Deposit with security lending agent for securities loaned 283,001 Receivables: Investment securities sold 3,341,341 Fund shares sold 136,478 Dividends and interest 28,853 Other assets 339 ------------ Total assets 183,169,853 ------------ LIABILITIES: Securities lending collateral 17,902,529 Due to custodian 2,454,589 Payables: Investment securities purchased 838,470 Fund shares redeemed 123,376 Manager 92,593 Shareholder communication 25,376 NYLIFE Distributors 11,362 Custodian 4,259 Accrued expenses 30,612 ------------ Total liabilities 21,483,166 ------------ Net assets $161,686,687 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 97,000 Service Class 51,647 Additional paid-in capital 133,661,041 Accumulated net realized gain on investments 2,106,742 Net unrealized appreciation on investments 25,770,257 ------------ Net assets $161,686,687 ============ INITIAL CLASS Net assets applicable to outstanding shares $105,650,096 ============ Shares of capital stock outstanding 9,699,955 ============ Net asset value per share outstanding $ 10.89 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 56,036,591 ============ Shares of capital stock outstanding 5,164,721 ============ Net asset value per share outstanding $ 10.85 ============ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 207 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 341,562 Interest 62,544 Income from securities loaned -- net 35,083 ----------- Total income 439,189 ----------- EXPENSES: Manager 1,301,168 Distribution and service -- Service Class 86,187 Shareholder communication 74,202 Professional 45,865 Custodian 26,093 Directors 10,902 Portfolio pricing 4,172 Miscellaneous 19,266 ----------- Total expenses before reimbursement 1,567,855 Expense reimbursement from Manager (245,558) ----------- Net expenses 1,322,297 ----------- Net investment loss (883,108) ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on investment 9,702,368 Net change in unrealized appreciation on investments 4,777,088 ----------- Net realized and unrealized gain on investments 14,479,456 ----------- Net increase in net assets resulting from operations $13,596,348 =========== </Table> M- 208 MainStay VP Small Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment loss $ (883,108) $ (430,501) Net realized gain on investments 9,702,368 1,057,811 Net change in unrealized appreciation on investments 4,777,088 20,848,719 --------------------------- Net increase in net assets resulting from operations 13,596,348 21,476,029 --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 18,619,208 42,064,068 Service Class 38,995,959 14,434,170 --------------------------- 57,615,167 56,498,238 Cost of shares redeemed: Initial Class (11,835,509) (6,768,740) Service Class (2,172,539) (1,090,450) --------------------------- (14,008,048) (7,859,190) --------------------------- Increase in net assets derived from capital share transactions 43,607,119 48,639,048 --------------------------- Net increase in net assets 57,203,467 70,115,077 NET ASSETS: Beginning of year 104,483,220 34,368,143 --------------------------- End of year $161,686,687 $104,483,220 =========================== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 209 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS --------------------------------------------- --------------------------- JULY 2, JUNE 5, 2001(A) 2003(A) THROUGH YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2004 2003 Net asset value at beginning of period $ 9.96 $ 7.03 $ 9.55 $ 10.00 $ 9.94 $ 8.06 -------- ------- ------- ------- ------- ------- Net investment loss (b) (0.06) (0.06) (0.05) (0.02) (0.08) (0.04) Net realized and unrealized gain (loss) on investments 0.99 2.99 (2.47) (0.43) 0.99 1.92 -------- ------- ------- ------- ------- ------- Total from investment operations 0.93 2.93 (2.52) (0.45) 0.91 1.88 -------- ------- ------- ------- ------- ------- Net asset value at end of period $ 10.89 $ 9.96 $ 7.03 $ 9.55 $ 10.85 $ 9.94 ======== ======= ======= ======= ======= ======= Total investment return 9.40% 41.69% (26.41%) (4.52%)(c) 9.13% 23.37%(c) Ratios (to average net assets)/Supplemental Data: Net investment income (loss) (0.61%) (0.73%) (0.68%) (0.50%) (0.86%) (0.98%)+(d) Net expenses 0.95% 0.95% 0.95% 0.95% 1.20% 1.20%+ Expenses (before reimbursement) 1.14% 1.21% 1.29% 1.96% 1.39% 1.46% Portfolio turnover rate 108% 65% 126% 55% 108% 65% Net assets at end of period (in 000's) $105,650 $90,085 $34,368 $20,435 $56,037 $14,398 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Total return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> M- 210 MainStay VP Small Cap Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> PRINCIPAL AMOUNT VALUE LONG-TERM BONDS (30.0%)+ ASSET-BACKED SECURITIES (1.3%) - ----------------------------------------------------------------------------- COMMERCIAL MORTGAGE LOANS (0.1%) Citigroup Commercial Mortgage Trust Series 2004-C2 Class A5 4.733%, due 10/15/41 $ 760,000 $ 754,893 ------------ CONSUMER FINANCE (0.7%) BMW Vehicle Owner Trust Series 2003-A Class A3 1.94%, due 2/25/07 600,004 597,269 Harley-Davidson Motorcycle Trust Series 2004-1 Class A2 2.53%, due 11/15/11 1,650,000 1,615,744 Volkswagen Auto Loan Enhanced Trust Series 2003-2 Class A3 2.27%, due 10/22/07 1,390,000 1,379,315 ------------ 3,592,328 ------------ CONSUMER LOANS (0.2%) Atlantic City Electric Transition Funding LLC Series 2002-1 Class A4 5.55%, due 10/20/23 850,000 894,390 ------------ DIVERSIFIED FINANCIAL SERVICES (0.1%) Capital One Master Trust Series 2001-5 Class A 5.30%, due 6/15/09 480,000 494,585 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.2%) Public Service of New Hampshire Funding LLC Series 2002-1 Class A 4.58%, due 2/1/08 1,233,327 1,256,452 ------------ THRIFTS & MORTGAGE FINANCE (0.0%) (B) Vanderbilt Mortgage Finance Series 1999-B Class 1A4 6.545%, due 4/7/18 201,219 204,111 ------------ Total Asset-Backed Securities (Cost $7,200,198) 7,196,759 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (8.7%) - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (0.2%) General Dynamics Corp. 4.50%, due 8/15/10 $ 565,000 $ 577,316 Sequa Corp. Series B 8.875%, due 4/1/08 340,000 372,300 9.00%, due 8/1/09 115,000 129,662 ------------ 1,079,278 ------------ AIRLINES (0.1%) Delta Air Lines, Inc. 8.30%, due 12/15/29 375,000 181,875 Southwest Airlines Co. 5.25%, due 10/1/14 310,000 311,139 ------------ 493,014 ------------ AUTO COMPONENTS (0.2%) ArvinMeritor, Inc. 6.625%, due 6/15/07 110,000 114,950 Collins & Aikman Products 12.875%, due 8/15/12 (c)(f) 125,000 107,969 Dana Corp. 9.00%, due 8/15/11 165,000 203,011 Goodyear Tire & Rubber Co. (The) 6.375%, due 3/15/08 (f) 105,000 105,525 11.00%, due 3/1/11 (c)(k) 160,000 186,000 Visteon Corp. 7.00%, due 3/10/14 60,000 57,300 8.25%, due 8/1/10 (f) 245,000 256,637 ------------ 1,031,392 ------------ AUTOMOBILES (0.0%) (B) DaimlerChrysler North America Holdings, Inc. 6.50%, due 11/15/13 125,000 135,577 General Motors Corp. 8.375%, due 7/15/33 65,000 67,345 ------------ 202,922 ------------ BIOTECHNOLOGY (0.1%) Amgen, Inc. 4.85%, due 11/18/14 (c) 530,000 529,970 ------------ CAPITAL MARKETS (0.3%) Bear Stearns Cos., Inc. (The) 4.00%, due 1/31/08 580,000 584,317 Goldman Sachs Group, Inc. (The) 6.345%, due 2/15/34 150,000 156,196 Morgan Stanley 3.625%, due 4/1/08 435,000 432,620 4.75%, due 4/1/14 340,000 331,299 ------------ 1,504,432 ------------ CHEMICALS (0.3%) Crompton Corp. 9.875%, due 8/1/12 (c) 120,000 137,400 Equistar Chemicals, L.P. 7.55%, due 2/15/26 195,000 192,563 FMC Corp. 10.25%, due 11/1/09 200,000 229,500 </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 211 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ----------------------------------------------------------------------------- CHEMICALS (CONTINUED) Lyondell Chemical Co. 9.50%, due 12/15/08 $ 175,000 $ 189,875 10.50%, due 6/1/13 50,000 59,500 Millennium America, Inc. 7.625%, due 11/15/26 535,000 526,975 Terra Capital, Inc. 12.875%, due 10/15/08 215,000 268,750 Witco Corp. 7.75%, due 4/1/23 45,000 43,875 ------------ 1,648,438 ------------ COMMERCIAL BANKS (0.1%) BankBoston NA 7.00%, due 9/15/07 610,000 662,468 UGS Corp. 10.00%, due 6/1/12 (c) 100,000 113,750 ------------ 776,218 ------------ COMMERCIAL SERVICES & SUPPLIES (0.0%) (B) Geo Sub Corp. 11.00%, due 5/15/12 120,000 120,600 ------------ CONSUMER FINANCE (0.5%) Capital One Bank 5.75%, due 9/15/10 340,000 360,674 Ford Motor Credit Co. 7.00%, due 10/1/13 (f) 710,000 752,694 General Motors Acceptance Corp. 6.75%, due 12/1/14 600,000 600,820 6.875%, due 9/15/11 400,000 409,917 6.875%, due 8/28/12 65,000 66,364 MBNA Corp. 6.25%, due 1/17/07 295,000 310,409 ------------ 2,500,878 ------------ CONTAINERS & PACKAGING (0.2%) Owens-Brockway Glass Container, Inc. 7.75%, due 5/15/11 235,000 254,387 8.875%, due 2/15/09 170,000 184,663 Owens-Illinois, Inc. 7.80%, due 5/15/18 95,000 98,800 8.10%, due 5/15/07 65,000 69,225 Rock-Tenn Co. 8.20%, due 8/15/11 530,000 624,509 Tekni-Plex, Inc. 8.75%, due 11/15/13 (c) 25,000 24,875 ------------ 1,256,459 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE DIVERSIFIED FINANCIAL SERVICES (0.5%) Canwest Media, Inc. 8.00%, due 9/15/12 (c) $ 120,000 $ 128,700 Citigroup, Inc. 5.00%, due 9/15/14 (c) 1,050,000 1,055,065 FGIC Corp. 6.00%, due 1/15/34 (c) 1,105,000 1,140,446 J Paul Getty Trust Series 2003 5.875%, due 10/1/33 435,000 454,024 Rainbow National Services LLC 8.75%, due 9/1/12 (c) 210,000 230,475 ------------ 3,008,710 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (0.4%) MCI, Inc. 6.908%, due 5/1/07 282,000 288,698 7.688%, due 5/1/09 282,000 291,870 8.735%, due 5/1/14 242,000 260,150 Qwest Capital Funding, Inc. 7.75%, due 8/15/06 405,000 426,262 Qwest Communications International, Inc. 7.25%, due 2/15/11 (c) 85,000 87,125 Qwest Corp. 5.625%, due 11/15/08 10,000 10,175 7.125%, due 11/15/43 80,000 73,200 7.25%, due 9/15/25 130,000 126,425 8.875%, due 3/15/12 (c) 85,000 98,175 14.00%, due 12/15/10 (c) 310,000 372,775 SBC Communications, Inc. 4.125%, due 9/15/09 410,000 409,252 ------------ 2,444,107 ------------ ELECTRIC UTILITIES (0.4%) Cedar Brakes II LLC 9.875%, due 9/1/13 246,456 294,515 Consumers Energy Co. 6.25%, due 9/15/06 240,000 250,574 Kiowa Power Partners LLC 5.737%, due 3/30/21 (c) 490,000 491,960 PPL Energy Supply LLC 5.40%, due 8/15/14 620,000 635,995 Southern California Edison Co. 8.00%, due 2/15/07 215,000 234,131 Tenaska Virginia Partners LP 6.119%, due 3/30/24 (c) 377,740 396,438 ------------ 2,303,613 ------------ ELECTRICAL EQUIPMENT (0.1%) Emerson Electric Co. 6.00%, due 8/15/32 520,000 558,215 ------------ ENERGY EQUIPMENT & SERVICES (0.0%) (B) Pride International, Inc. 7.375%, due 7/15/14 95,000 103,788 ------------ FOOD & STAPLES RETAILING (0.2%) CVS Corp. 5.298%, due 1/11/27 (c) 435,000 436,623 5.789%, due 1/10/26 (c) 415,760 431,800 Duane Reade, Inc. 7.01%, due 12/15/10 (c)(n) 90,000 91,350 </Table> M- 212 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ----------------------------------------------------------------------------- FOOD & STAPLES RETAILING (CONTINUED) Safeway, Inc. 4.125%, due 11/1/08 $ 330,000 $ 328,062 ------------ 1,287,835 ------------ FOOD PRODUCTS (0.2%) Cargill, Inc. 4.375%, due 6/1/13 (c) 460,000 449,078 5.00%, due 11/15/13 (c) 580,000 588,255 Smithfield Foods, Inc. 7.625%, due 2/15/08 (f) 140,000 149,800 ------------ 1,187,133 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (0.0%) (B) Fisher Scientific International, Inc. 6.75%, due 8/15/14 (c) 85,000 91,163 ------------ HEALTH CARE PROVIDERS & SERVICES (0.6%) HCA, Inc. 7.50%, due 11/15/95 145,000 135,753 8.36%, due 4/15/24 80,000 87,371 8.75%, due 9/1/10 245,000 280,056 Highmark, Inc. 6.80%, due 8/15/13 (c) 835,000 910,764 Manor Care, Inc. 6.25%, due 5/1/13 235,000 251,145 8.00%, due 3/1/08 187,000 206,313 Medco Health Solutions, Inc. 7.25%, due 8/15/13 935,000 1,045,937 Service Corp. International 6.50%, due 3/15/08 35,000 36,137 7.20%, due 6/1/06 115,000 119,600 WellPoint, Inc. 5.00%, due 12/15/14 (c) 175,000 174,449 ------------ 3,247,525 ------------ HOTELS, RESTAURANTS & LEISURE (0.3%) Caesars Entertainment, Inc. 8.125%, due 5/15/11 175,000 202,125 9.375%, due 2/15/07 350,000 385,875 Chumash Casino & Resort Enterprise 9.00%, due 7/15/10 (c) 110,000 121,825 ITT Corp. 7.375%, due 11/15/15 295,000 328,187 Mandalay Resort Group 7.00%, due 11/15/36 105,000 110,250 MGM Mirage, Inc. 6.75%, due 9/1/12 80,000 84,200 8.375%, due 2/1/11 130,000 146,575 Mirage Resorts, Inc. 7.25%, due 10/15/06 35,000 36,663 Mohegan Tribal Gaming Authorities 6.375%, due 7/15/09 185,000 190,088 Venetian Casino Resort LLC 11.00%, due 6/15/10 230,000 262,487 ------------ 1,868,275 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE HOUSEHOLD DURABLES (0.1%) D.R. Horton, Inc. 5.625%, due 1/15/16 $ 330,000 $ 324,638 ------------ INSURANCE (0.3%) Crum & Forster 10.375%, due 6/15/13 165,000 183,975 Fund American Cos., Inc. 5.875%, due 5/15/13 905,000 921,069 Marsh & McLennan Cos., Inc. 7.125%, due 6/15/09 140,000 151,945 Phoenix Life Insurance 7.15%, due 12/15/34 (c) 205,000 204,484 Provident Companies, Inc. 7.25%, due 3/15/28 40,000 37,850 UnumProvident Corp. 6.75%, due 12/15/28 100,000 90,250 ------------ 1,589,573 ------------ IT SERVICES (0.1%) Electronic Data Systems Corp. Series B 6.00%, due 8/1/13 50,000 52,795 7.125%, due 10/15/09 25,000 27,535 7.45%, due 10/15/29 50,000 54,024 Unisys Corp. 6.875%, due 3/15/10 115,000 123,050 ------------ 257,404 ------------ MACHINERY (0.0%) (B) Cummins, Inc. 6.45%, due 3/1/05 115,000 115,000 ------------ MEDIA (0.8%) Clear Channel Communications, Inc. 4.90%, due 5/15/15 385,000 365,542 5.50%, due 9/15/14 365,000 366,410 Houghton Mifflin Co. 7.20%, due 3/15/11 245,000 258,475 Medianews Group, Inc. 6.375%, due 4/1/14 110,000 108,900 Morris Publishing Group LLC 7.00%, due 8/1/13 190,000 193,800 PanAmSat Corp. 9.00%, due 8/15/14 (c) 80,000 89,300 Reader's Digest Association, Inc. (The) 6.50%, due 3/1/11 150,000 156,750 Tele-Communications, Inc. 10.125%, due 4/15/22 220,000 315,826 Time Warner Entertainment Co. LP 8.375%, due 3/15/23 510,000 639,391 10.15%, due 5/1/12 1,700,000 2,230,233 ------------ 4,724,627 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 213 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ----------------------------------------------------------------------------- METALS & MINING (0.1%) Allegheny Ludlum Corp. 6.95%, due 12/15/25 $ 335,000 $ 328,300 United States Steel LLC 10.75%, due 8/1/08 140,000 164,850 ------------ 493,150 ------------ MULTILINE RETAIL (0.3%) Kohl's Corp. 6.00%, due 1/15/33 1,100,000 1,150,638 Target Corp. 8.60%, due 1/15/12 370,000 460,949 ------------ 1,611,587 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.6%) AES Corp. (The) 9.00%, due 5/15/15 (c) 235,000 269,075 AES Eastern Energy LP Series 1999-A 9.00%, due 1/2/17 339,187 384,978 Calpine Corp. 8.50%, due 7/15/10 (c) 76,000 65,170 NRG Energy, Inc. 8.00%, due 12/15/13 (c) 290,000 316,100 Pacific Electric & Gas Co. 6.05%, due 3/1/34 275,000 285,619 PSE&G Power LLC 6.875%, due 4/15/06 1,260,000 1,313,500 Tiverton/Rumford Power Associates Ltd., L.P. 9.00%, due 7/15/18 (c) 372,515 298,012 Westar Energy, Inc. 7.125%, due 8/1/09 320,000 351,386 7.875%, due 5/1/07 220,000 239,238 ------------ 3,523,078 ------------ OIL & GAS (0.5%) El Paso Corp. 7.80%, due 8/1/31 50,000 48,000 Enterprise Products Partners L.P. 5.60%, due 10/15/14 (c) 285,000 287,528 Evergreen Resources, Inc. 5.875%, due 3/15/12 370,000 386,600 Forest Oil Corp. 8.00%, due 12/15/11 220,000 251,350 Newfield Exploration Co. 8.375%, due 8/15/12 170,000 190,400 Pacific Energy Partners LP 7.125%, due 6/15/14 180,000 191,700 Tesoro Corp. 8.00%, due 4/15/08 285,000 309,937 Tosco Corp. 8.125%, due 2/15/30 465,000 620,679 Vintage Petroleum, Inc. 8.25%, due 5/1/12 290,000 319,725 ------------ 2,605,919 ------------ PAPER & FOREST PRODUCTS (0.4%) Appleton Papers, Inc. 8.125%, due 6/15/11 325,000 350,187 Bowater, Inc. 9.00%, due 8/1/09 240,000 266,845 Georgia-Pacific Corp. 8.875%, due 2/1/10 305,000 354,944 9.375%, due 2/1/13 245,000 285,425 OMX Timber Finance Investments LLC 5.42%, due 1/29/20 (c) 255,000 254,291 Pope & Talbot, Inc. 8.375%, due 6/1/13 475,000 498,750 ------------ 2,010,442 ------------ PERSONAL PRODUCTS (0.1%) Estee Lauder Cos., Inc. 5.75%, due 10/15/33 370,000 380,538 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE REAL ESTATE (0.4%) American Real Estate Partners LP 8.125%, due 6/1/12 $ 205,000 $ 218,581 CB Richard Ellis Services, Inc. 9.75%, due 5/15/10 75,000 85,500 Hospitality Properties Trust 7.00%, due 3/1/08 175,000 186,890 Host Marriot LP 7.00%, due 8/15/12 (c) 240,000 253,800 HRPT Properties Trust 5.75%, due 2/15/14 685,000 703,513 6.25%, due 8/15/16 170,000 179,315 iStar Financial, Inc. 6.50%, due 12/15/13 590,000 622,176 OMEGA Healthcare Investors, Inc. 7.00%, due 4/1/14 185,000 190,088 ------------ 2,439,863 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.0%) (B) MagnaChip Semiconductor SA 5.74%, due 12/15/11 (c)(n) 100,000 102,750 8.00%, due 12/15/14 (c) 70,000 72,975 ------------ 175,725 ------------ SOFTWARE (0.1%) Computer Associates International, Inc. 4.75%, due 12/1/09 (c) 300,000 302,195 ------------ TRANSPORTATION INFRASTRUCTURE (0.0%) (B) Great Lakes Dredge & Dock Corp. 7.75%, due 12/15/13 50,000 45,500 ------------ WIRELESS TELECOMMUNICATION SERVICES (0.2%) AT&T Wireless Services, Inc. 8.75%, due 3/1/31 385,000 519,101 AirGate PCS, Inc. 5.82%, due 10/15/11 (c)(n) 80,000 82,200 </Table> M- 214 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE CORPORATE BONDS (CONTINUED) - ----------------------------------------------------------------------------- WIRELESS TELECOMMUNICATION SERVICES (CONTINUED) Dobson Cellular Systems 6.96%, due 11/1/11 (c)(n) $ 35,000 $ 36,225 Dobson Communications Corp. 8.875%, due 10/1/13 20,000 14,050 10.875%, due 7/1/10 25,000 19,375 Triton PCS, Inc. 8.50%, due 6/1/13 100,000 96,500 US Unwired, Inc. 10.00%, due 6/15/12 60,000 67,650 ------------ 835,101 ------------ Total Corporate Bonds (Cost $46,720,878) 48,678,305 ------------ FOREIGN BONDS (1.9%) - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (0.0%) (B) Heckler & Koch GmbH 9.25%, due 7/15/11 (c) E 75,000 114,177 ------------ BEVERAGES (0.4%) Bavaria S.A. 8.875%, due 11/1/10 (c) $ 240,000 259,200 CIA Brasileira de Bebidas 10.50%, due 12/15/11 1,355,000 1,700,525 Coca-Cola HBC Finance BV 5.125%, due 9/17/13 245,000 251,291 ------------ 2,211,016 ------------ BUILDING PRODUCTS (0.0%) (B) Votorantim Overseas III 7.875%, due 1/23/14 (c) 100,000 103,250 ------------ CHEMICALS (0.1%) Acetex Corp. 10.875%, due 8/1/09 200,000 217,500 Invista 9.25%, due 5/1/12 (c) 260,000 289,900 ------------ 507,400 ------------ COMMERCIAL SERVICES & SUPPLIES (0.1%) Hutchison Whamp International Ltd. 5.45%, due 11/24/10 (c) 620,000 642,121 ------------ CONTAINERS & PACKAGING (0.1%) Crown Euro Holdings S.A. 10.875%, due 3/1/13 335,000 396,138 ------------ DIVERSIFIED FINANCIAL SERVICES (0.0%) (B) Tengizchevroil LLP 6.124%, due 11/15/14 (c) 230,000 230,575 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE DIVERSIFIED TELECOMMUNICATION SERVICES (0.1%) Telefonos de Mexico, S.A. 4.50%, due 11/19/08 $ 675,000 $ 679,498 ------------ ELECTRIC UTILITIES (0.1%) Singapore Powerassets Ltd. 5.00%, due 10/22/13 (c) 360,000 365,169 WRG Acquisitions PLC 8.36%, due 12/15/11 (c)(n) L 30,000 59,613 ------------ 424,782 ------------ FOREIGN GOVERNMENTS (0.4%) Province of Quebec 5.00%, due 7/17/09 $ 920,000 961,005 Russian Federation 5.00%, due 3/31/30 735,000 760,284 United Mexican States 4.625%, due 10/8/08 95,000 96,188 8.125%, due 12/30/19 250,000 293,375 ------------ 2,110,852 ------------ GOVERNMENT AGENCIES (0.1%) Aries Vermogensverwaltungs GmbH 9.60%, due 10/25/2014 ADR (c)(i) 250,000 307,500 ------------ INDUSTRIAL CONGLOMERATES (0.0%) (B) Stena AB 9.625%, due 12/1/12 315,000 355,950 ------------ METALS & MINING (0.1%) Citigroup (JSC Severstal) 9.25%, due 4/19/14 244,000 243,951 Corporacion Nacional del Cobre-Codelco, Inc. 5.50%, due 10/15/13 (c) 475,000 494,512 ------------ 738,463 ------------ OIL & GAS (0.1%) Gazprom International S.A. 7.201%, due 2/1/20 (c) 400,000 423,000 ------------ PAPER & FOREST PRODUCTS (0.1%) Norske Skog Canada Ltd. 7.375%, due 3/1/14 100,000 104,250 8.625%, due 6/15/11 135,000 144,787 Tembec Industries, Inc. 8.50%, due 2/1/11 195,000 195,975 ------------ 445,012 ------------ ROAD & RAIL (0.0%) (B) Grupo Transportacion Ferroviaria Mexicana, S.A. de C.V. 12.50%, due 6/15/12 115,000 134,262 ------------ TRANSPORTATION INFRASTRUCTURE (0.1%) PSA Corp. Ltd. 7.125%, due 8/1/05 (c) 900,000 919,283 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 215 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE FOREIGN BONDS (CONTINUED) - ----------------------------------------------------------------------------- WIRELESS TELECOMMUNICATION SERVICES (0.1%) Vodafone Group PLC 3.95%, due 1/30/08 $ 530,000 $ 533,693 ------------ Total Foreign Bonds (Cost $10,457,801) 11,276,972 ------------ MUNICIPAL BOND (0.1%) - ----------------------------------------------------------------------------- TEXAS (0.1%) Harris County Texas Industrial Development Corp. Solid Waste Deer Park 5.683%, due 3/1/23 395,000 399,973 ------------ Total Municipal Bond (Cost $395,000) 399,973 ------------ COMMERCIAL MORTGAGE LOANS (COLLATERALIZED MORTGAGE OBLIGATIONS) (0.7%) - ----------------------------------------------------------------------------- COMMERCIAL BANKS (0.1%) Wachovia Bank National Association Series 2004-C14 Class A1 3.477%, due 8/15/41 382,322 379,780 ------------ DIVERSIFIED FINANCIAL SERVICES (0.1%) Morgan Stanley Capital I Series 2003-IQ5 Class A1 3.02%, due 4/15/38 750,094 738,532 ------------ THRIFTS & MORTGAGE FINANCE (0.5%) Banc of America Commercial Mortgage, Inc. Series 2001-PB1 Class A1 4.907%, due 5/11/35 914,544 935,993 LB-UBS Commercial Mortgage Trust Series 2004-C7 Class A1 3.625%, due 10/15/29 1,062,490 1,058,081 Merrill Lynch Mortgage Trust Series 2004-MKB1 Class A1 3.563%, due 2/12/42 931,191 924,951 ------------ 2,919,025 ------------ Total Commercial Mortgage Loans (Collateralized Mortgage Obligations) (Cost $4,073,327) 4,037,337 ------------ </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE U.S. GOVERNMENT & FEDERAL AGENCIES (17.0%) - ----------------------------------------------------------------------------- FEDERAL HOME LOAN MORTGAGE CORPORATION (MORTGAGE PASS-THROUGH SECURITIES) (1.1%) 3.00%, due 8/1/10 (e) $ 470,912 $ 454,822 3.625%, due 9/15/08 755,000 755,260 5.00%, due 2/15/20 TBA (d) 1,065,000 1,078,978 5.00%, due 8/1/33 (e) 789,666 785,831 5.50%, due 2/10/35 TBA (d) 3,160,000 3,201,475 ------------ 6,276,366 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (2.6%) 4.625%, due 5/1/13 870,000 866,694 4.75%, due 1/2/07 3,445,000 3,533,216 5.125%, due 1/2/14 545,000 555,796 5.25%, due 8/1/12 2,805,000 2,910,552 5.50%, due 5/2/06 3,350,000 3,449,368 6.25%, due 2/1/11 435,000 476,897 6.625%, due 9/15/09 2,565,000 2,864,012 ------------ 14,656,535 ------------ FEDERAL NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (8.9%) 4.50%, due 4/1/18-11/1/18 (e)(m) 8,202,878 8,195,236 5.50%, due 2/1/17-11/1/33 (e) 8,720,192 8,931,308 V 5.50%, due 2/15/20 TBA (d) 8,640,000 8,907,304 V 5.50%, due 2/10/35 TBA (d) 5,770,000 5,842,125 V 6.00%, due 2/10/35 TBA (d) 12,380,000 12,770,738 6.32%, due 8/15/08 697,808 745,155 6.50%, due 6/1/31-10/1/31 (e) 1,756,790 1,844,234 7.00%, due 2/1/32-4/1/32 (e) 1,135,299 1,203,524 7.50%, due 8/1/31 (e) 1,221,512 1,308,841 ------------ 49,748,465 ------------ GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (MORTGAGE PASS-THROUGH SECURITIES) (0.8%) 6.00%, due 4/15/29-8/15/32 (e) 2,975,995 3,090,951 7.50%, due 12/15/23-12/25/28 (e) 1,179,596 1,270,530 ------------ 4,361,481 ------------ U.S. TREASURY BONDS (0.9%) 5.375%, due 2/15/31 (f) 2,515,000 2,719,540 6.875%, due 8/15/25 1,205,000 1,517,782 8.75%, due 8/15/20 580,000 838,372 ------------ 5,075,694 ------------ U.S. TREASURY NOTES (2.7%) 3.00%, due 2/15/08 (f) 1,645,000 1,631,570 4.25%, due 8/15/14-11/15/14 (f) 4,140,000 4,149,986 4.625%, due 5/15/06 (f) 965,000 987,240 5.75%, due 11/15/05-8/15/10 (f) 2,845,000 2,948,798 V 6.00%, due 8/15/09 (f) 4,905,000 5,409,680 ------------ 15,127,274 ------------ Total U.S. Government & Federal Agencies (Cost $94,495,087) 95,245,815 ------------ </Table> M- 216 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE YANKEE BONDS (0.3%) (H) - ----------------------------------------------------------------------------- ENERGY EQUIPMENT & SERVICES (0.0%) (B) Petroleum Geo-Services ASA 10.75%, due 11/5/10 $ 220,000 $ 250,800 ------------ INSURANCE (0.2%) Fairfax Financial Holdings Ltd. 7.375%, due 4/15/18 10,000 9,500 7.75%, due 4/26/12-7/15/37 105,000 104,100 8.30%, due 4/15/26 10,000 9,775 Montpelier Re Holdings Ltd. 6.125%, due 8/15/13 955,000 982,242 ------------ 1,105,617 ------------ MARINE (0.0%) (B) Sea Containers Ltd. 10.75%, due 10/15/06 90,000 94,275 ------------ MEDIA (0.1%) Rogers Cablesystem, Ltd. 11.00%, due 12/1/15 230,000 256,450 ------------ Total Yankee Bonds (Cost $1,653,129) 1,707,142 ------------ Total Long-Term Bonds (Cost $164,995,420) 168,542,303 ------------ <Caption> SHARES VALUE COMMON STOCKS (67.5%) - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (2.3%) Boeing Co. (The) 17,700 916,329 L-3 Communications Holdings, Inc. 43,500 3,185,940 Northrop Grumman Corp. 59,000 3,207,240 Raytheon Co. 49,100 1,906,553 United Technologies Corp. 35,900 3,710,265 ------------ 12,926,327 ------------ AIR FREIGHT & LOGISTICS (0.7%) FedEx Corp. 41,600 4,097,184 ------------ AUTOMOBILES (0.6%) Harley-Davidson, Inc. 53,900 3,274,425 ------------ BEVERAGES (0.3%) PepsiCo, Inc. 35,800 1,868,760 ------------ BIOTECHNOLOGY (1.4%) Amgen, Inc. (a) 54,600 3,502,590 Genentech, Inc. (a) 43,600 2,373,584 Gilead Sciences, Inc. (a) 61,800 2,162,382 ------------ 8,038,556 ------------ </Table> <Table> <Caption> SHARES VALUE BUILDING PRODUCTS (0.6%) American Standard Cos., Inc. (a) 76,200 $ 3,148,584 ------------ CAPITAL MARKETS (2.2%) Goldman Sachs Group, Inc. (The) (e) 30,200 3,142,008 Merrill Lynch & Co., Inc. 50,500 3,018,385 Morgan Stanley 56,600 3,142,432 State Street Corp. 56,600 2,780,192 ------------ 12,083,017 ------------ CHEMICALS (0.9%) Air Products & Chemicals, Inc. 26,000 1,507,220 Praxair, Inc. 80,200 3,540,830 ------------ 5,048,050 ------------ COMMERCIAL BANKS (2.8%) VBank of America Corp. 132,200 6,212,078 PNC Financial Services Group, Inc. (The) 40,600 2,332,064 U.S. Bancorp 103,100 3,229,092 Wachovia Corp. 80,300 4,223,780 ------------ 15,997,014 ------------ COMMERCIAL SERVICES & SUPPLIES (0.6%) Cendant Corp. 134,100 3,135,258 ------------ COMMUNICATIONS EQUIPMENT (2.8%) Avaya, Inc. (a) 196,000 3,371,200 Cisco Systems, Inc. (a) 115,700 2,233,010 Motorola, Inc. 208,600 3,587,920 Nokia Corp. ADR (i) 244,600 3,832,882 QUALCOMM, Inc. 65,300 2,768,720 ------------ 15,793,732 ------------ COMPUTERS & PERIPHERALS (2.7%) Dell, Inc. (a) 90,600 3,817,884 Hewlett-Packard Co. 210,200 4,407,894 VInternational Business Machines Corp. 71,200 7,018,896 ------------ 15,244,674 ------------ CONSUMER FINANCE (1.4%) American Express Co. 70,300 3,962,811 Capital One Financial Corp. 45,600 3,839,976 ------------ 7,802,787 ------------ CONTAINERS & PACKAGING (0.5%) Smurfit-Stone Container Corp. (a) 147,500 2,755,300 ------------ DIVERSIFIED FINANCIAL SERVICES (2.5%) VCitigroup, Inc. 197,133 9,497,868 JPMorgan Chase & Co. 123,584 4,821,012 ------------ 14,318,880 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (2.6%) ALLTEL Corp. 25,800 1,516,008 BellSouth Corp. 82,800 2,301,012 SBC Communications, Inc. 107,800 2,778,006 Sprint Corp. (FON Group) 181,200 4,502,820 Verizon Communications, Inc. 86,300 3,496,013 ------------ 14,593,859 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 217 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- ELECTRIC UTILITIES (0.4%) DTE Energy Co. 28,900 $ 1,246,457 FirstEnergy Corp. 30,200 1,193,202 ------------ 2,439,659 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (0.3%) Agilent Technologies, Inc. (a) 65,400 1,576,140 ------------ ENERGY EQUIPMENT & SERVICES (4.6%) Baker Hughes, Inc. 59,700 2,547,399 BJ Services Co. 54,400 2,531,776 ENSCO International, Inc. 82,000 2,602,680 Pride International, Inc. (a) 220,600 4,531,124 VRowan Cos., Inc. (a) 223,600 5,791,240 VTransocean, Inc. (a)(i) 114,300 4,845,177 Weatherford International Ltd. (a)(i) 53,600 2,749,680 ------------ 25,599,076 ------------ FOOD & STAPLES RETAILING (1.6%) CVS Corp. 75,500 3,402,785 Kroger Co. (The) (a) 158,200 2,774,828 Walgreen Co. 66,600 2,555,442 ------------ 8,733,055 ------------ FOOD PRODUCTS (1.7%) Cadbury Schweppes PLC ADR (i) 92,300 3,479,710 General Mills, Inc. 82,100 4,081,191 Kraft Foods, Inc. Class A 56,200 2,001,282 ------------ 9,562,183 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (1.1%) Boston Scientific Corp. (a) 80,000 2,844,000 Fisher Scientific International, Inc. (a) 51,600 3,218,808 ------------ 6,062,808 ------------ HEALTH CARE PROVIDERS & SERVICES (3.7%) Caremark Rx, Inc. (a) 97,300 3,836,539 HCA, Inc. 57,100 2,281,716 Quest Diagnostics, Inc. 30,700 2,933,385 VUnitedHealth Group, Inc. 59,600 5,246,588 Universal Health Services, Inc. Class B (f) 60,500 2,692,250 Wellpoint, Inc. (a) 33,700 3,875,500 ------------ 20,865,978 ------------ HOUSEHOLD DURABLES (2.3%) Centex Corp. 47,700 2,841,966 D.R. Horton, Inc. 87,700 3,535,187 Harman International Industries, Inc. 25,100 3,187,700 Lennar Corp. 62,700 3,553,836 ------------ 13,118,689 ------------ </Table> <Table> <Caption> SHARES VALUE HOUSEHOLD PRODUCTS (0.7%) Kimberly-Clark Corp. 59,100 $ 3,889,371 ------------ INDUSTRIAL CONGLOMERATES (1.2%) General Electric Co. 99,900 3,646,350 3M Co. 37,500 3,077,625 ------------ 6,723,975 ------------ INSURANCE (2.4%) Allstate Corp. (The) 54,500 2,818,740 American International Group, Inc. 25,400 1,668,018 Hartford Financial Services Group, Inc. (The) 45,300 3,139,743 Prudential Financial, Inc. 53,900 2,962,344 St. Paul Travelers Cos., Inc. (The) 75,500 2,798,785 ------------ 13,387,630 ------------ INTERNET & CATALOG RETAIL (0.3%) eBay, Inc. (a) 16,600 1,930,248 ------------ IT SERVICES (1.2%) Accenture Ltd. Class A (a)(i) 68,900 1,860,300 Computer Sciences Corp. (a) 61,900 3,489,303 First Data Corp. 26,700 1,135,818 ------------ 6,485,421 ------------ LEISURE EQUIPMENT & PRODUCTS (0.6%) Brunswick Corp. 41,200 2,039,400 Mattel, Inc. 79,800 1,555,302 ------------ 3,594,702 ------------ MACHINERY (2.5%) Danaher Corp. 65,900 3,783,319 Dover Corp. 81,200 3,405,528 Illinois Tool Works, Inc. 37,600 3,484,768 Navistar International Corp. (a) 77,371 3,402,777 ------------ 14,076,392 ------------ MEDIA (1.0%) Omnicom Group, Inc. 40,000 3,372,800 Time Warner, Inc. (a) 101,300 1,969,272 ------------ 5,342,072 ------------ METALS & MINING (0.6%) Alcoa, Inc. 103,500 3,251,970 ------------ MULTILINE RETAIL (1.2%) Kohl's Corp. (a) 62,600 3,078,042 Target Corp. 70,200 3,645,486 ------------ 6,723,528 ------------ MULTI-UTILITIES & UNREGULATED POWER (0.4%) Energy East Corp. 82,100 2,190,428 ------------ OIL & GAS (2.5%) ChevronTexaco Corp. 72,200 3,791,222 ConocoPhillips 28,000 2,431,240 ExxonMobil Corp. 74,400 3,813,744 Kerr-McGee Corp. 40,700 2,352,053 Unocal Corp. 43,600 1,885,264 ------------ 14,273,523 ------------ </Table> M- 218 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- PAPER & FOREST PRODUCTS (1.1%) Bowater, Inc. 81,700 $ 3,592,349 International Paper Co. 55,000 2,310,000 ------------ 5,902,349 ------------ PHARMACEUTICALS (2.3%) Bristol-Myers Squibb Co. 126,600 3,243,492 Johnson & Johnson 56,300 3,570,546 Pfizer, Inc. 117,500 3,159,575 Teva Pharmaceutical Industries Ltd. ADR (i) 102,400 3,057,664 ------------ 13,031,277 ------------ ROAD & RAIL (0.2%) Burlington Northern Santa Fe Corp. 21,700 1,026,627 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (1.7%) Advanced Micro Devices, Inc. (a) 35,400 779,508 Analog Devices, Inc. 39,000 1,439,880 Applied Materials, Inc. (a) 82,300 1,407,330 Intel Corp. 81,600 1,908,624 KLA-Tencor Corp. (a) 33,600 1,565,088 Maxim Integrated Products, Inc. 30,300 1,284,417 Texas Instruments, Inc. 46,400 1,142,368 ------------ 9,527,215 ------------ SOFTWARE (2.4%) BMC Software, Inc. (a) 133,000 2,473,800 Electronic Arts, Inc. (a) 27,100 1,671,528 Microsoft Corp. 96,800 2,585,528 Oracle Corp. (a) 112,620 1,545,146 Symantec Corp. (a) 134,800 3,472,448 VERITAS Software Corp. (a) 64,800 1,850,040 ------------ 13,598,490 ------------ SPECIALTY RETAIL (2.9%) Bed Bath & Beyond, Inc. (a) 82,100 3,270,043 Best Buy Co., Inc. 49,700 2,953,174 Gap, Inc. (The) 174,700 3,689,664 Lowe's Cos., Inc. 60,300 3,472,677 TJX Cos., Inc. (The) 126,200 3,171,406 ------------ 16,556,964 ------------ TEXTILES, APPAREL & LUXURY GOODS (1.3%) Coach, Inc. (a) 66,000 3,722,400 NIKE, Inc. Class B 39,800 3,609,462 ------------ 7,331,862 ------------ THRIFTS & MORTGAGE FINANCE (0.4%) Washington Mutual, Inc. 50,600 2,139,368 ------------ Total Common Stocks (Cost $327,773,517) 379,067,407 ------------ CONVERTIBLE PREFERRED STOCK (0.7%) - ----------------------------------------------------------------------------- HEALTH CARE PROVIDERS & SERVICES (0.0%) (B) QuadraMed Corp. 5.50% (c)(j) 4,900 107,800 ------------ PHARMACEUTICALS (0.7%) Goldman Sachs Group, Inc. (The) 2.875% Serie BSKT 40,000 4,113,240 ------------ Total Convertible Preferred Stocks (Cost $4,122,500) 4,221,040 ------------ PREFERRED STOCK (0.1%) - ----------------------------------------------------------------------------- REAL ESTATE (0.1%) Sovereign Real Estate Investment Corp. 12.00%, Class A (c) 200 303,000 ------------ Total Preferred Stock (Cost $298,000) 303,000 ------------ <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (9.8%) - ----------------------------------------------------------------------------- COMMERCIAL PAPER (6.9%) American General Finance Corp. 2.30%, due 1/5/05 $5,605,000 5,603,567 Chevron Texaco Funding Corp. 2.25%, due 1/12/05 (e) 6,700,000 6,695,393 Freddie Mac Discount Note 2.24%, due 2/1/05 (e) 5,000,000 4,990,342 Goldman Sachs Group, Inc. (The) 2.33%, due 1/3/05 6,710,000 6,709,131 International Business Machines Corp. 2.16%, due 1/7/05 1,015,000 1,014,634 Morgan Stanley Dean Witter & Co. 2.32%, due 1/5/05 405,000 404,895 Rabobank USA Financial Corp. 2.17%, due 1/3/05 13,270,000 13,268,400 ------------ Total Commercial Paper (Cost $38,686,362) 38,686,362 ------------ <Caption> SHARES VALUE INVESTMENT COMPANIES (0.0%) (B) AIM Institutional Funds Group (g) 82,875 82,875 ------------ Total Investment Company (Cost $82,875) 82,875 ------------ <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.4%) Banc of America Securities LLC 2.39%, due 1/3/05 (g) $2,170,000 2,170,000 ------------ Total Master Note (Cost $2,170,000) 2,170,000 ------------ </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 219 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (CONTINUED) - ----------------------------------------------------------------------------- REPURCHASE AGREEMENTS (2.5%) Credit Suisse First Boston LLC 2.36%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $250,049 (g) (Collateralized by Various Bonds with a Principal Amount of $297,871 and a Market Value of $255,002) (o) $ 250,000 $ 250,000 Dresdner Kleinwort Wasserstein Securities LLC 2.38%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $9,000,595 (g) (Collateralized by Various Bonds with a Principal Amount of $9,432,309 and a Market Value of $9,450,369) (o) 9,000,000 9,000,000 Lehman Brothers Inc. 2.36%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,690,111 (g) (Collateralized by Various Bonds with a Principal Amount of $2,299,348 and a Market Value of $1,723,771) (o) 1,690,000 1,690,000 Merrill Lynch Pierce Fenner & Smith 2.39%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,306,087 (g) (Collateralized by Various Bonds with a Principal Amount of $1,288,968 and a Market Value of $1,371,302) (o) 1,306,000 1,306,000 Morgan Stanley & Co. 2.36%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $1,950,128 (g) (Collateralized by Various Bonds with a Principal Amount of $3,421,084 and a Market Value of $2,056,720) (o) 1,950,000 1,950,000 ------------ Total Repurchase Agreements (Cost $14,196,000) 14,196,000 ------------ Total Short-Term Investments (Cost $55,135,237) 55,135,237 ------------ Total Investments (Cost $552,324,674) (p) 108.1% 607,268,987(q) Liabilities in Excess of Cash and Other Assets (8.1) (45,737,054) ---------- ------------ Net Assets 100.0% $561,531,933 ========== ============ <Caption> NUMBER OF CONTRACTS (L) VALUE WRITTEN CALL OPTION (0.0%) (B) CAPITAL MARKETS (0.0%) (B) Goldman Sachs Group, Inc. (The) Strike Price $110.00 Expire 1/22/05 (a) $ (103) $(2,060) ------ Total Written Call Option (Premium received $17,200) (2,060) ------ </Table> M- 220 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) May be sold to institutional investors only. (d) TBA: Securities purchased on a forward commitment basis with an approximate principal amount and maturity date. The actual principal amount and maturity date will be deter-mined upon settlement. (e) Represents security, or a portion thereof, which is segregated as collateral for TBA and for written options. (f) Represent securities, or a portion thereof, which is out on loan. (g) Represents security, or portion thereof, purchased with cash collateral received for securities on loan. (h) Yankee Bond -- Dollar Denominated bonds issued in United States by foreign banks and corporations. (i) ADR -- American Depository Receipt (j) Illiquid security. (k) Restricted security. (l) One contract relates to 100 shares. (m) Partially segregated for unfunded loan commitment. (n) Floating rate. Rate shown is the rate in effect at December 31, 2004. (o) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (p) The cost for federal income tax purposes is $554,747,133. (q) At December 31, 2004, net unrealized appreciation was $52,521,854 based on cost for federal income tax pur- poses. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $55,327,544 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $2,805,690 The following abbreviations are used in the above portfolio: L -- Pound Sterling E -- Euro </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 221 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $552,324,674) including $16,068,006 market value of securities loaned $607,268,987 Cash 48,098 Receivables: Dividends and interest 2,028,220 Investment securities sold 1,599,885 Fund shares sold 67,092 Other Assets 1,556 ------------ Total assets 611,013,838 ------------ LIABILITIES: Securities lending collateral 16,448,875 Written call option, at value (premium received $17,200) 2,060 Payables: Investment securities purchased 32,534,850 Adviser 151,292 Administrator 94,557 Fund shares redeemed 83,876 Custodian 11,469 NYLIFE Distributors 7,783 Accrued expenses 147,143 ------------ Total liabilities 49,481,905 ------------ Net assets $561,531,933 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 314,235 Service Class 22,748 Additional paid-in capital 522,967,902 Accumulated undistributed net investment income 52,762 Accumulated net realized loss on investments (16,797,186) Accumulated net realized gain on foreign currency transactions 12,019 Net unrealized appreciation on investments 54,959,453 ------------ Net assets $561,531,933 ============ INITIAL CLASS Net assets applicable to capital stock $523,683,295 ============ Shares of beneficial interest outstanding 31,423,487 ============ Net asset value per share outstanding $ 16.67 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 37,848,638 ============ Shares of capital stock outstanding 2,274,772 ============ Net asset value per share outstanding $ 16.64 ============ </Table> M- 222 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Interest $ 8,210,121 Dividends(a) 4,412,562 Income from securities loaned -- net 34,147 ----------- Total Income 12,656,830 ----------- EXPENSES: Advisory 1,794,615 Administration 1,121,634 Shareholder communication 279,865 Professional 93,798 Custodian 69,174 Distribution and service -- Service Class 65,289 Directors 39,305 Portfolio pricing 32,354 Miscellaneous 35,093 ----------- Total expenses 3,531,127 Reimbursement of advisory fee (27,480) ----------- Net expenses 3,503,647 ----------- Net investment income 9,153,183 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND FOREIGN CURRENCY TRANSACTIONS: Net realized gain from: Security transactions 19,599,586 Foreign currency transactions 1,612 ----------- Net realized gain on investments and foreign currency transactions 19,601,198 ----------- Net increase from payment by affiliate for a loss on the disposal of investment in violation of restrictions 765 ----------- Net change in unrealized appreciation on investments 5,128,816 ----------- Net realized and unrealized gain on investments and foreign currency transactions 24,730,779 ----------- Net increase in net assets resulting from operations $33,883,962 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $5,926. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 223 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE (DECREASE) IN NET ASSETS: Operations: Net investment income $ 9,153,183 $ 9,737,251 Net realized gain on investments and foreign currency transactions 19,601,198 476,989 Net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions 765 -- Net change in unrealized appreciation (depreciation) on investments and foreign currency transactions 5,128,816 83,514,759 --------------------------- Net increase in net assets resulting from operations 33,883,962 93,728,999 --------------------------- Dividends to shareholders: From net investment income: Initial Class (8,776,752) (9,713,495) Service Class (567,487) (196,299) --------------------------- Total dividends to shareholders (9,344,239) (9,909,794) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 10,043,736 24,764,458 Service Class 25,979,363 11,837,704 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 8,776,752 9,713,495 Service Class 567,487 196,299 --------------------------- 45,367,338 46,511,956 Cost of shares redeemed: Initial Class (76,468,605) (58,273,096) Service Class (2,203,673) (245,380) --------------------------- (78,672,278) (58,518,476) --------------------------- Decrease in net assets derived from capital share transactions (33,304,940) (12,006,520) --------------------------- Net increase (decrease) in net assets (8,765,217) 71,812,685 NET ASSETS: Beginning of year 570,297,150 498,484,465 --------------------------- End of year $561,531,933 $570,297,150 =========================== Accumulated undistributed net investment income at end of year $ 52,762 $ 179,771 =========================== </Table> M- 224 MainStay VP Total Return Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------------- --------------------------- JUNE 4, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31 DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 15.93 $ 13.55 $ 16.69 $ 19.21 $ 22.36 $ 15.92 $ 14.79 -------- -------- -------- -------- -------- ------- ------- Net investment income 0.28(c) 0.27(d) 0.37 0.44(b) 0.43 0.24(c) 0.14(d) Net realized and unrealized gain (loss) on investments 0.74 2.39 (3.13) (2.49)(b) (1.36) 0.73 1.26 -------- -------- -------- -------- -------- ------- ------- Total from investment operations 1.02 2.66 (2.76) (2.05) (0.93) 0.97 1.40 -------- -------- -------- -------- -------- ------- ------- Less dividends and distributions: From net investment income (0.28) (0.28) (0.38) (0.44) (0.43) (0.25) (0.27) From net realized gain on investments -- -- -- (0.03) (1.79) -- -------- -------- -------- -------- -------- ------- ------- Total dividends and distributions (0.28) (0.28) (0.38) (0.47) (2.22) (0.25) (0.27) -------- -------- -------- -------- -------- ------- ------- Net asset value at end of period $ 16.67 $ 15.93 $ 13.55 $ 16.69 $ 19.21 $ 16.64 $ 15.92 ======== ======== ======== ======== ======== ======= ======= Total investment return 6.37% 19.68% (16.57%) (10.69%) (4.36%) 6.10% 9.47%(e) Ratios (to average net assets)/ Supplemental Data: Net investment income 1.64%(c) 1.87% 2.28% 2.42%(b) 2.05% 1.39%(c) 1.62%+(f) Expenses 0.62% 0.61% 0.61% 0.59% 0.59% 0.87% 0.86%+ Portfolio turnover rate 111% 69% 101% 125% 120% 111% 69% Net assets at end of period (in 000's) $523,683 $558,181 $498,484 $679,154 $805,862 $37,849 $12,116 </Table> <Table> (a) Commencement of Operations. (b) As required, effective January 1, 2001, the Portfolio has adopted the provisions of the AICPA Audit and Accounting Guide for Investment Companies and began amortizing premium on debt securities. The effect of this change for the year ended December 31, 2001 is shown below. Per share ratios and supplemental data for periods prior to January 1, 2001 have not yet been restated to reflect this change in presentation. </Table> <Table> Decrease net investment income $(0.02) Increase net realized and unrealized gains and losses $ 0.02 Decrease ratio of net investment income (0.12%) </Table> <Table> (c) Included in net investment income per share and the ratio of net investment income to average net assets are $0.01 per share and 0.05%, respectively, resulting from a special one-time dividend from Microsoft Corp. that paid $3.00 per share. (d) Per Share data based on average shares outstanding during the period. (e) Total Return is not annualized. (f) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 225 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (87.7%)+ - ------------------------------------------------------------------------------ AEROSPACE & DEFENSE (3.1%) Boeing Co. (The) 55,300 $ 2,862,881 Northrop Grumman Corp. 191,700 10,420,812 Raytheon Co. 151,100 5,867,213 ------------ 19,150,906 ------------ BUILDING PRODUCTS (0.8%) American Standard Cos., Inc. (a) 116,200 4,801,384 ------------ CAPITAL MARKETS (4.4%) Goldman Sachs Group, Inc. (The) 91,100 9,478,044 Merrill Lynch & Co., Inc. 154,100 9,210,557 State Street Corp. 176,400 8,664,768 ------------ 27,353,369 ------------ COMMERCIAL BANKS (9.5%) VBank of America Corp. 423,492 19,899,889 PNC Financial Services Group, Inc. (The) 125,300 7,197,232 U.S. Bancorp 328,300 10,282,356 VWachovia Corp. 239,700 12,608,220 Wells Fargo & Co. 145,100 9,017,965 ------------ 59,005,662 ------------ COMMUNICATIONS EQUIPMENT (3.5%) Motorola, Inc. 625,900 10,765,480 Nokia Corp. ADR (e) 713,200 11,175,844 ------------ 21,941,324 ------------ COMPUTERS & PERIPHERALS (3.5%) Hewlett-Packard Co. 322,000 6,752,340 VInternational Business Machines Corp. 150,800 14,865,864 ------------ 21,618,204 ------------ CONTAINERS & PACKAGING (1.4%) Smurfit-Stone Container Corp. (a) 456,700 8,531,156 ------------ DIVERSIFIED FINANCIAL SERVICES (6.1%) VCitigroup, Inc. 476,697 22,967,262 VJPMorgan Chase & Co. 386,840 15,090,628 ------------ 38,057,890 ------------ DIVERSIFIED TELECOMMUNICATION SERVICES (7.6%) ALLTEL Corp. 104,800 6,158,048 BellSouth Corp. 263,200 7,314,328 SBC Communications, Inc. 344,800 8,885,496 VSprint Corp. 572,400 14,224,140 Verizon Communications, Inc. 270,700 10,966,057 ------------ 47,548,069 ------------ </Table> <Table> <Caption> SHARES VALUE ENERGY EQUIPMENT & SERVICES (6.8%) ENSCO International, Inc. 245,600 $ 7,795,344 Pride International, Inc. (a) 365,600 7,509,424 VRowan Cos., Inc. (a) 468,200 12,126,380 VTransocean, Inc. (a) 356,900 15,128,991 ------------ 42,560,139 ------------ FOOD & STAPLES RETAILING (3.1%) CVS Corp. 236,500 10,659,055 Kroger Co. (The) (a) 500,100 8,771,754 ------------ 19,430,809 ------------ FOOD PRODUCTS (4.8%) Cadbury Schweppes PLC ADR (e) 291,600 10,993,320 VGeneral Mills, Inc. 259,700 12,909,687 Kraft Foods, Inc. Class A (c) 174,900 6,228,189 ------------ 30,131,196 ------------ HEALTH CARE PROVIDERS & SERVICES (1.0%) HCA, Inc. 161,600 6,457,536 ------------ HOUSEHOLD PRODUCTS (2.0%) VKimberly-Clark Corp. 188,900 12,431,509 ------------ INSURANCE (6.7%) Allstate Corp. (The) 172,400 8,916,528 American International Group, Inc. 80,400 5,279,868 Hartford Financial Services Group, Inc. (The) 142,700 9,890,537 Prudential Financial, Inc. 167,000 9,178,320 St. Paul Travelers Cos., Inc. (The) (c) 233,910 8,671,043 ------------ 41,936,296 ------------ IT SERVICES (1.7%) Computer Sciences Corp. (a) 192,000 10,823,040 ------------ MACHINERY (1.4%) Navistar International Corp. (a) 196,800 8,655,264 ------------ MEDIA (1.0%) Time Warner, Inc. (a) 325,100 6,319,944 ------------ METALS & MINING (1.5%) Alcoa, Inc. 289,028 9,081,260 ------------ + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> M- 226 MainStay VP Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ------------------------------------------------------------------------------ OIL & GAS (6.2%) ChevronTexaco Corp. 218,086 $ 11,451,696 ConocoPhillips 88,000 7,641,040 ExxonMobil Corp. 233,500 11,969,210 Kerr-McGee Corp. 128,600 7,431,794 ------------ 38,493,740 ------------ PAPER & FOREST PRODUCTS (2.3%) Bowater, Inc. 147,800 6,498,766 International Paper Co. 189,700 7,967,400 ------------ 14,466,166 ------------ PHARMACEUTICALS (4.0%) Bristol-Myers Squibb Co. (c) 373,900 9,579,318 Pfizer, Inc. 370,100 9,951,989 Pharmaceutical Holders Trust (c)(d) 75,800 5,509,902 ------------ 25,041,209 ------------ ROAD & RAIL (0.5%) Burlington Northern Santa Fe Corp. 67,700 3,202,887 ------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.4%) Advanced Micro Devices, Inc. (a) 110,100 2,424,402 ------------ SOFTWARE (0.9%) BMC Software, Inc. (a) 308,400 5,736,240 ------------ SPECIALTY RETAIL (1.9%) Gap, Inc. (The) 562,300 11,875,776 ------------ THRIFTS & MORTGAGE FINANCE (1.6%) PMI Group, Inc. (The) 75,600 3,156,300 Washington Mutual, Inc. 161,500 6,828,220 ------------ 9,984,520 ------------ Total Common Stock (Cost $470,003,994) 547,059,897 ------------ CONVERTIBLE PREFERRED STOCKS (2.6%) - ------------------------------------------------------------------------------ CAPITAL MARKETS (1.1%) Goldman Sachs Group, Inc. (The) 2.50% Series BSKT (f) 70,000 7,010,640 ------------ </Table> <Table> <Caption> SHARES VALUE PHARMACEUTICALS (1.5%) Goldman Sachs Group, Inc. (The) 2.875% Series BSKT (f) 90,000 $ 9,254,790 ------------ Total Convertible Preferred Stocks (Cost $16,021,477) 16,265,430 ------------ INVESTMENT COMPANY (1.6%) - ------------------------------------------------------------------------------ CAPITAL MARKETS (1.6%) iShares Russel 1000 Value Index Fund (d) 151,000 10,028,507 ------------ Total Investment Company (Cost $9,411,900) 10,028,507 ------------ <Caption> NUMBER OF CONTRACTS (G) VALUE PURCHASED CALL OPTIONS (0.0%)(B) - -------------------------------------------------------------------------------- DIVERSIFIED TELECOMMUNICATION SERVICES (0.0%) (B) ALLTEL Corp. Strike Price $60.00 Expire 1/22/05 (a)(h) 678 33,900 Strike Price $60.00 Expire 4/16/05 (a)(h) 457 77,690 ------------ 111,590 ------------ PHARMACEUTICALS (0.0%) (B) Pfizer, Inc. Strike Price $27.50 Expire 1/22/05 (a)(h) 2,291 103,095 ------------ Total Purchased Call Options (Cost $163,034) 214,685 ------------ <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (13.3%) - -------------------------------------------------------------------------------- COMMERCIAL PAPER (8.5%) AIG Funding, Inc. 2.31%, due 1/6/05 $ 2,535,000 2,534,186 American Express Credit Corp. 2.26%, due 1/11/05 6,000,000 5,996,232 American General Finance Corp. 2.30%, due 1/5/05 10,000,000 9,997,443 Chevron Texaco Funding Corp. 2.25%, due 1/12/05 5,000,000 4,996,562 General Electric Capital Corp. 2.28%, due 1/27/05 6,000,000 5,990,117 Merrill Lynch & Co., Inc. 2.28%, due 1/24/05 6,000,000 5,991,258 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 227 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENTS (13.3%) (CONTINUED) - ------------------------------------------------------------------------------ COMMERCIAL PAPER (CONTINUED) Morgan Stanley & Co. 2.32%, due 1/5/05 $ 6,090,000 $ 6,088,428 UBS Finance (Delaware) LLC 2.18%, due 1/3/05 5,320,000 5,319,356 USAA Capital Corp. 2.27%, due 1/6/05 6,000,000 5,998,108 ------------ Total Commercial Paper (Cost $52,911,690) 52,911,690 ------------ <Caption> SHARES VALUE INVESTMENT COMPANY (0.00%) (B) AIM Institutional Funds Group (i) 145,383 145,383 ------------ Total Investment Company (Cost $145,383) 145,383 ------------ <Caption> PRINCIPAL AMOUNT VALUE MASTER NOTE (0.2%) Banc of America Securities LLC 2.3923.%, due 1/3/05 (i) $ 1,100,000 1,100,000 ------------ Total Master Note (Cost $1,100,000) 1,100,000 ------------ REPURCHASE AGREEMENTS (4.6%) Credit Suisse First Boston LLC 2.3624%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $3,300,650 (i) (Collateralized by Various Bonds with a Principal Amount of $3,931,894 and a Market Value of $3,366,020) 3,300,000 3,300,000 </Table> <Table> <Caption> PRINCIPAL AMOUNT VALUE REPURCHASE AGREEMENTS (CONTINUED) Deutsche Bank Securities, Inc. 2.3725%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $9,501,878 (i) (Collateralized by Various Bonds with a Principal Amount of $16,244,060 and a Market Value of $9,690,000) (j) $ 9,500,000 $ 9,500,000 Dresdner Kleinwort Wasserstein Securities LLC 2.3824%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $7,501,489 (i) (Collateralized by Various Bonds with a Principal Amount of $7,860,257 and a Market Value of $7,875,308) (j) 7,500,000 7,500,000 Lehman Brothers, Inc. 2.3626%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $865,170 (i) (Collateralized by Various Bonds with a Principal Amount of $1,176,885 and a Market Value of $882,285) (j) 865,000 865,000 Merrill Lynch & Co., Inc. 2.3925%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $2,400,479 (i) (Collateralized by Various Bonds with a Principal Amount of $2,368,701 and a Market Value of $2,520,004) (j) 2,400,000 2,400,000 </Table> M- 228 MainStay VP Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> PRINCIPAL AMOUNT VALUE REPURCHASE AGREEMENTS (CONTINUED) Morgan Stanley & Co., Inc. 2.3625%, dated 12/31/04 due 1/3/05 Proceeds at Maturity $5,101,004 (i) (Collateralized by Various Bonds with a Principal Amount of $8,947,451 and a Market Value of $5,379,114) (j) $ 5,100,000 $ 5,100,000 ------------ Total Repurchase Agreements (Cost $28,665,000) 28,665,000 ------------ Total Short-Term Investments (Cost $82,822,073) 82,822,073 ------------ Total Investments (Cost $578,422,478) (k) 105.2% 656,390,592(l) Liabilities in Excess of Cash & Other Assets (5.2) (32,841,826) =========== ============ Net Assets 100.0% $623,548,766 =========== ============ <Caption> NUMBER OF CONTRACTS (G) VALUE WRITTEN CALL OPTION (-0.0%)(B) - -------------------------------------------------------------------------------- CAPITAL MARKETS (-0.0%) (B) Goldman Sachs Group, Inc. (The) Strike Price $110.00 Expire 1/22/05 (a)(h) (310) (6,200) ------------ Total Written Call Option (Premium received ($51,769)) $ (6,200) ============ </Table> <Table> (a) Non-income producing security. (b) Less than one-tenth of a percent. (c) Represents security, or a portion thereof, which is out on loan. (d) Exchange Traded Fund-represents a basket of securities that are traded on an exchange. (e) ADR-American Depositary Receipt. (f) Synthetic Convertible-an equity linked security issued by an entity other than the issuer of the underlying equity instrument. (g) One contract relates to 100 shares. (h) Options can be exercised into the underlying common stock. (i) Represents security, or a portion thereof, purchased with cash collateral received for securities on loan. (j) Collateralization from various bonds on repurchase agreements may include collateralized mortgage obligations, asset-backed securities, mortgage-backed securities or other long-term corporate bonds. (k) The cost for federal income tax purposes is $580,425,436. (l) At December 31, 2004 net unrealized appreciation was $75,965,156, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $78,343,167 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $2,378,011. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 229 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $578,422,478) including $28,780,145 market value of securities loaned $656,390,592 Cash 3,573 Receivables: Fund shares sold 716,571 Dividends and interest 596,920 Other assets 1,234 ------------ Total assets 657,708,890 ------------ LIABILITIES: Securities lending collateral 29,910,384 Written call option, at value (premium received $51,769) 6,200 Payables: Investment securities purchased 3,768,650 Adviser 187,215 Administrator 104,008 Shareholder communication 87,994 Fund shares redeemed 29,800 NYLIFE Distributors 11,420 Custodian 10,737 Accrued expenses 43,716 ------------ Total liabilities 34,160,124 ------------ Net assets $623,548,766 ============ NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 344,469 Service Class 34,292 Additional paid-in capital 570,632,532 Accumulated undistributed net investment income 52,502 Accumulated net realized loss on investments and written option transactions (25,528,712) Net unrealized appreciation on investments and written option transactions 78,013,683 ------------ Net assets $623,548,766 ============ INITIAL CLASS Net assets applicable to outstanding shares $567,182,134 ============ Shares of capital stock outstanding 34,446,920 ============ Net asset value per share outstanding $ 16.47 ============ SERVICE CLASS Net assets applicable to outstanding shares $ 56,366,632 ============ Shares of capital stock outstanding 3,429,242 ============ Net asset value per share outstanding $ 16.44 ============ </Table> M- 230 MainStay VP Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 9,584,844 Interest 522,549 Income from securities loaned -- net 37,340 ----------- Total Income 10,144,733 ----------- EXPENSES: Advisory 1,835,097 Administration 1,019,498 Shareholder communication 254,757 Distribution and service -- Service Class 89,863 Professional 77,475 Custodian 53,994 Directors 34,234 Portfolio pricing 4,091 Miscellaneous 34,830 ----------- Total expenses 3,403,839 Reimbursement of advisory fee (12,191) ----------- Net Expenses 3,391,648 ----------- Net investment income 6,753,085 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS AND WRITTEN OPTION TRANSACTIONS: Net realized gain from: Security transactions 31,207,037 Written option transactions 154,459 ----------- Net realized gain on investments 31,361,496 ----------- Net change in unrealized appreciation on: Security transactions 23,318,536 Written option transactions (13,443) ----------- Net change in unrealized appreciation on investments and written option transactions 23,305,093 ----------- Net realized and unrealized gain on investments and written option transactions 54,666,589 ----------- Net increase in net assets resulting from operations $61,419,674 =========== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 231 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE (DECREASE) IN NET ASSETS: Operations: Net investment income $ 6,753,085 $ 5,735,009 Net realized gain (loss) on investments and written option transactions 31,361,496 (5,013,300) Net change in unrealized appreciation (depreciation) on investments and written option transactions 23,305,093 90,298,226 --------------------------- Net increase in net assets resulting from operations 61,419,674 91,019,935 --------------------------- Dividends to shareholders: From net investment income: Initial Class (6,179,109) (5,659,716) Service Class (522,096) (186,298) --------------------------- Total dividends to shareholders (6,701,205) (5,846,014) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 136,542,811 30,675,066 Service Class 38,934,480 13,819,659 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 6,179,109 5,659,716 Service Class 522,096 186,298 --------------------------- 182,178,496 50,340,739 Cost of shares redeemed: Initial Class (45,197,455) (33,249,110) Service Class (2,166,910) (82,177) --------------------------- (47,364,365) (33,331,287) Increase in net assets derived from capital share transactions 134,814,131 17,009,452 --------------------------- Net increase in net assets 189,532,600 102,183,373 NET ASSETS: Beginning of year 434,016,166 331,832,793 --------------------------- End of year $623,548,766 $434,016,166 =========================== Accumulated undistributed net investment income at end of year $ 52,502 $ 622 =========================== </Table> M- 232 MainStay VP Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ---------------------------------------------------- --------------------------- JUNE 4, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 14.96 $ 11.91 $ 15.35 $ 16.21 $ 15.00 $ 14.95 $ 12.81 -------- -------- -------- -------- -------- ------- ------- Net investment income 0.18 0.21(b) 0.20 0.23 0.20 0.15 0.10(b) Net realized and unrealized gain (loss) on investments 1.51 3.04 (3.43) (0.15) 1.73 1.49 2.23 -------- -------- -------- -------- -------- ------- ------- Total from investment operations 1.69 3.25 (3.23) 0.08 1.93 1.64 2.33 -------- -------- -------- -------- -------- ------- ------- Less dividends and distributions: From net investment income (0.18) (0.20) (0.19) (0.23) (0.21) (0.15) (0.19) From net realized gain on investments -- -- (0.02) (0.71) (0.51) -- -- -------- -------- -------- -------- -------- ------- ------- Total dividends and distributions (0.18) (0.20) (0.21) (0.94) (0.72) (0.15) (0.19) -------- -------- -------- -------- -------- ------- ------- Net asset value at end of period $ 16.47 $ 14.96 $ 11.91 $ 15.35 $ 16.21 $ 16.44 $ 14.95 ======== ======== ======== ======== ======== ======= ======= Total investment return 11.28% 27.37% (21.05%) 0.40% 12.89% 11.01% 18.14%(c) Ratios (to average net assets)/Supplemental Data: Net investment income 1.34% 1.60% 1.43% 1.53% 1.33% 1.09% 1.35%+(d) Expenses 0.65% 0.66% 0.65% 0.64% 0.64% 0.90% 0.91%+ Portfolio turnover rate 81% 62% 64% 70% 90% 81% 62% Net assets at end of period (in 000's) $567,182 $418,992 $331,833 $404,174 $338,596 $56,367 $15,024 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Total return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 233 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (99.0%)+ - -------------------------------------------------------------------------- AEROSPACE & DEFENSE (1.2%) Boeing Co. (The) 17,927 $ 928,081 Northrop Grumman Corp. 3,448 187,433 ----------- 1,115,514 ----------- AIR FREIGHT & LOGISTICS (1.1%) FedEx Corp. 2,441 240,414 United Parcel Service, Inc. Class B 9,299 794,693 ----------- 1,035,107 ----------- AIRLINES (0.1%) Delta Air Lines, Inc. (a) 2,447 18,304 Southwest Airlines Co. 7,265 118,274 ----------- 136,578 ----------- AUTO COMPONENTS (0.3%) Magna International, Inc. Class A 3,919 323,513 ----------- AUTOMOBILES (2.6%) VFord Motor Co. 168,922 2,473,018 ----------- BEVERAGES (0.5%) Adolph Coors Co. Class B 6,676 505,173 ----------- BIOTECHNOLOGY (0.1%) Amgen, Inc. (a) 1,850 118,678 ----------- CAPITAL MARKETS (0.3%) Raymond James Financial, Inc. 9,149 283,436 ----------- CHEMICALS (0.4%) Monsanto Co. 6,012 333,967 ----------- COMMERCIAL BANKS (9.4%) VBank of America Corp. 95,504 4,487,733 Comerica, Inc. 2,673 163,106 VNational City Corp. 61,984 2,327,499 Wachovia Corp. 22,088 1,161,829 Wells Fargo & Co. 12,940 804,221 ----------- 8,944,388 ----------- COMMERCIAL SERVICES & SUPPLIES (1.3%) Cendant Corp. 51,580 1,205,940 ----------- COMMUNICATIONS EQUIPMENT (1.7%) Aspect Communications Corp. (a) 1,243 13,847 Cisco Systems, Inc. (a) 20,664 398,815 CommScope, Inc. (a) 483 9,129 </Table> <Table> <Caption> SHARES VALUE COMMUNICATIONS EQUIPMENT (CONTINUED) Harris Corp. 662 $ 40,905 Motorola, Inc. 68,215 1,173,298 ----------- 1,635,994 ----------- COMPUTERS & PERIPHERALS (4.5%) Hewlett-Packard Co. 58,691 1,230,750 VInternational Business Machines Corp. 30,976 3,053,614 ----------- 4,284,364 ----------- CONSUMER FINANCE (1.0%) Capital One Financial Corp. 11,545 972,204 ----------- DIVERSIFIED FINANCIAL SERVICES (1.4%) JPMorgan Chase & Co. 32,966 1,286,004 ----------- DIVERSIFIED TELECOMMUNICATION SERVICES (3.9%) ALLTEL Corp. 13,382 786,326 AT&T Corp. 7,686 146,495 BellSouth Corp. 30,639 851,458 SBC Communications, Inc. 27,697 713,752 Sprint Corp. 11,760 292,236 Verizon Communications, Inc. 23,861 966,609 ----------- 3,756,876 ----------- ELECTRIC UTILITIES (3.5%) American Electric Power Co., Inc. 4,971 170,704 CenterPoint Energy, Inc. 33,460 378,098 Exelon Corp. 8,559 377,195 FirstEnergy Corp. 46,072 1,820,305 FPL Group, Inc. 2,631 196,667 Great Plains Energy, Inc. 3,522 106,646 OGE Energy Corp. 9,644 255,663 TXU Corp. 959 61,913 ----------- 3,367,191 ----------- ELECTRONIC EQUIPMENT & INSTRUMENTS (0.7%) Arrow Electronics, Inc. (a) 10,236 248,735 Ingram Micro, Inc. Class A (a) 17,659 367,307 Tech Data Corp. (a) 1,750 79,450 ----------- 695,492 ----------- FOOD & STAPLES RETAILING (1.5%) SUPERVALU, Inc. 41,586 1,435,549 ----------- FOOD PRODUCTS (1.8%) Corn Products International, Inc. 6,738 360,887 Pilgrim's Pride Corp. 6,792 208,379 + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> MainStay VP American Century M- 234 Income & Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------- FOOD PRODUCTS (CONTINUED) Sanderson Farms, Inc. 3,361 $ 145,464 Tyson Foods, Inc. Class A 53,257 979,929 ----------- 1,694,659 ----------- GAS UTILITIES (0.8%) Nicor, Inc. 18,912 698,609 UGI Corp. 1,138 46,556 ----------- 745,165 ----------- HEALTH CARE EQUIPMENT & SUPPLIES (1.1%) Applera Corp.-Applied Biosystems Group 19,718 412,303 Becton, Dickinson & Co. 10,306 585,381 ----------- 997,684 ----------- HEALTH CARE PROVIDERS & SERVICES (3.9%) AmerisourceBergen Corp. 15,490 908,953 Cardinal Health, Inc. 7,526 437,637 VCIGNA Corp. 28,375 2,314,549 Humana, Inc. (a) 3,157 93,731 ----------- 3,754,870 ----------- HOTELS, RESTAURANTS & LEISURE (1.5%) McDonald's Corp. 43,777 1,403,491 ----------- HOUSEHOLD DURABLES (1.0%) American Greetings Corp. Class A 5,360 135,876 Black & Decker Corp. (The) 4,650 410,734 Newell Rubbermaid, Inc. 4,487 108,541 Stanley Works (The) 633 31,011 Whirlpool Corp. 4,368 302,309 ----------- 988,471 ----------- HOUSEHOLD PRODUCTS (1.6%) Kimberly-Clark Corp. 10,836 713,117 Procter & Gamble Co. (The) 14,253 785,055 ----------- 1,498,172 ----------- INDUSTRIAL CONGLOMERATES (1.7%) General Electric Co. 20,082 732,993 Tyco International Ltd. 23,738 848,396 ----------- 1,581,389 ----------- INSURANCE (4.1%) ACE, Ltd. 22,378 956,660 American Financial Group, Inc. 4,777 149,568 Aon Corp. 18,492 441,219 Fidelity National Financial, Inc. 4,262 194,646 First American Corp. 28,529 1,002,509 Hartford Financial Services Group, Inc. (The) 469 32,506 Lincoln National Corp. 8,953 417,926 </Table> <Table> <Caption> SHARES VALUE INSURANCE (CONTINUED) St. Paul Travelers Cos., Inc. (The) 5,487 $ 203,403 W.R. Berkley Corp. 10,536 496,983 ----------- 3,895,420 ----------- INTERNET SOFTWARE & SERVICES (1.4%) EarthLink, Inc. (a) 78,897 908,894 United Online, Inc. (a) 27,549 317,640 VeriSign, Inc. (a) 2,052 68,783 ----------- 1,295,317 ----------- IT SERVICES (1.8%) CheckFree Corp. (a) 1,860 70,829 Computer Sciences Corp. (a) 22,290 1,256,487 Sabre Holdings Corp. Class A 16,167 358,261 ----------- 1,685,577 ----------- LEISURE EQUIPMENT & PRODUCTS (1.0%) Eastman Kodak Co. 29,985 967,016 ----------- MACHINERY (0.6%) Cummins, Inc. 4,707 394,400 SPX Corp. 5,337 213,800 ----------- 608,200 ----------- MEDIA (4.5%) Regal Entertainment Group Class A 20,626 427,990 Time Warner, Inc. (a) 95,496 1,856,442 Viacom, Inc. Class B 10,042 365,428 Walt Disney Co. (The) 58,356 1,622,297 ----------- 4,272,157 ----------- METALS & MINING (0.9%) Phelps Dodge Corp. 7,209 713,114 United States Steel Corp. 3,132 160,515 ----------- 873,629 ----------- MULTILINE RETAIL (2.6%) Federated Department Stores, Inc. 13,332 770,456 Kmart Holding Corp. (a) 4,813 476,246 May Department Stores Co. 43,289 1,272,697 ----------- 2,519,399 ----------- MULTI-UTILITIES & UNREGULATED POWER (0.5%) Constellation Energy Group, Inc. 7,209 315,106 Duke Energy Corp. 1,673 42,377 National Fuel Gas Co. 2,745 77,793 ----------- 435,276 ----------- OFFICE ELECTRONICS (0.1%) Xerox Corp. (a) 3,464 58,923 ----------- OIL & GAS (8.1%) VChevronTexaco Corp. 84,005 4,411,103 ConocoPhillips 9,010 782,338 ExxonMobil Corp. 22,693 1,163,243 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 235 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - -------------------------------------------------------------------------- OIL & GAS (CONTINUED) Occidental Petroleum Corp. 6,769 $ 395,039 Sunoco, Inc. 11,152 911,230 ----------- 7,662,953 ----------- PAPER & FOREST PRODUCTS (2.1%) Georgia-Pacific Corp. 14,888 558,002 Louisiana-Pacific Corp. 31,291 836,721 Weyerhaeuser Co. 9,022 606,459 ----------- 2,001,182 ----------- PHARMACEUTICALS (9.3%) Bristol-Myers Squibb Co. 52,224 1,337,979 VJohnson & Johnson 50,857 3,225,351 Kos Pharmaceuticals, Inc. (a) 6,694 251,962 Merck & Co., Inc. 58,849 1,891,407 VPfizer, Inc. 80,656 2,168,840 ----------- 8,875,539 ----------- REAL ESTATE (2.4%) Apartment Investment & Management Co. Class A 1,907 73,496 CBL & Associates Properties, Inc. 17,052 1,301,920 Colonial Properties Trust 6,245 245,241 Equity Office Properties Trust 13,876 404,069 Trizec Properties, Inc. 8,566 162,069 Vornado Realty Trust 1,200 91,356 ----------- 2,278,151 ----------- ROAD & RAIL (0.5%) Burlington Northern Santa Fe Corp. 3,253 153,899 CSX Corp. 1,783 71,463 Norfolk Southern Corp. 3,257 117,871 Union Pacific Corp. 2,170 145,932 ----------- 489,165 ----------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (3.1%) Freescale Semiconductor, Inc. Class B (a) 7,525 138,159 VIntel Corp. 120,393 2,815,992 ----------- 2,954,151 ----------- SOFTWARE (2.0%) Microsoft Corp. 71,021 1,896,971 ----------- SPECIALTY RETAIL (0.5%) Barnes & Noble, Inc. (a) 11,526 371,944 Charming Shoppes, Inc. (a) 3,961 37,114 GameStop Corp. Class B (a) 4,480 100,397 ----------- 509,455 ----------- </Table> <Table> <Caption> SHARES VALUE THRIFTS & MORTGAGE FINANCE (2.2%) VCountrywide Financial Corp. 51,560 $ 1,908,236 Flagstar Bancorp, Inc. 2,574 58,172 Fremont General Corp. 4,369 110,011 ----------- 2,076,419 ----------- TOBACCO (2.1%) Altria Group, Inc. 16,340 998,374 Reynolds American, Inc. 13,275 1,043,415 ----------- 2,041,789 ----------- WIRELESS TELECOMMUNICATION SERVICES (0.3%) Nextel Communications, Inc. Class A (a) 8,375 251,250 ----------- Total Common Stocks (Cost $86,140,458) 94,220,826 ----------- CONVERTIBLE PREFERRED STOCKS (0.4%) - -------------------------------------------------------------------------- AUTOMOBILES (0.2%) Ford Motor Co. Capital Trust II 6.5% 3,150 166,289 General Motors Corp. 5.25% Series B 3,691 85,151 ----------- 251,440 ----------- OFFICE ELECTRONICS (0.2%) Xerox Corp. 6.25% 1,250 184,762 ----------- Total Convertible Preferred Stocks (Cost $384,871) 436,202 ----------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENT (0.5%) - --------------------------------------------------------------------------- TIME DEPOSIT (0.5%) Bank of New York Cayman 1.50% due 1/3/05 $453,000 453,000 ----------- Total Short-Term Investment (Cost $453,000) 453,000 ----------- </Table> MainStay VP American Century M- 236 Income & Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> SHARES VALUE WARRANTS (0.0%) (B) - --------------------------------------------------------------------------- COMMUNICATIONS EQUIPMENT Lucent Technologies, Inc. (a) 284 $ 449 ----------- Total Warrants (Cost $0) 449 ----------- Total Investments (Cost $86,978,329) (c) 99.9% 95,110,477(d) Cash and Other Assets, Less Liabilities 0.1 88,360 -------- ----------- Net Assets 100.0% $95,198,837 ======== =========== </Table> <Table> (a) Non-income producing security. (b) Less than one tenth of a percent. (c) The cost for federal income tax purposes is $88,120,599. (d) At December 31, 2004 net unrealized appreciation was $6,989,878, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $11,113,415 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $4,123,537. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 237 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $86,978,329) $95,110,477 Cash 5,993 Receivables: Dividends and interest 140,469 Fund shares sold 58,859 Other assets 218 ----------- Total assets 95,316,016 ----------- LIABILITIES: Payables: Adviser 39,349 Professional 28,093 Administrator 15,739 Shareholder communication 13,931 Custodian 8,109 Fund shares redeemed 4,999 NYLIFE Distributors 3,660 Accrued expenses 3,299 ----------- Total liabilities 117,179 ----------- Net assets $95,198,837 =========== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 66,734 Service Class 16,312 Additional paid-in capital 92,105,481 Accumulated net realized loss on investments (5,121,838) Net unrealized appreciation on investments 8,132,148 ----------- Net assets $95,198,837 =========== INITIAL CLASS Net assets applicable to outstanding shares $76,525,817 =========== Shares of capital stock outstanding 6,673,378 =========== Net asset value per share outstanding $ 11.47 =========== SERVICE CLASS Net assets applicable to outstanding shares $18,673,020 =========== Shares of capital stock outstanding 1,631,223 =========== Net asset value per share outstanding $ 11.45 =========== </Table> MainStay VP American Century M- 238 Income & Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 2,304,181 Interest 1,474 ----------- Total income 2,305,655 ----------- EXPENSES: Advisory 409,074 Administration 163,630 Custodian 47,638 Shareholder communication 44,089 Professional 43,384 Distribution and service -- Service Class 24,708 Directors 7,902 Portfolio pricing 6,351 Miscellaneous 14,854 ----------- Total expenses 761,630 ----------- Net investment income 1,544,025 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS Net realized gain on investments 7,591,845 Net change in unrealized appreciation on investments 1,028,852 ----------- Net realized and unrealized gain on investments 8,620,697 ----------- Net increase in net assets resulting from operations $10,164,722 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $82. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 239 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 1,544,025 $ 918,919 Net realized gain (loss) on investments 7,591,845 (1,967,874) Net change in unrealized appreciation (depreciation) on investments 1,028,852 16,920,056 --------------------------- Net increase in net assets resulting from operations 10,164,722 15,871,101 --------------------------- Dividends to shareholders: From net investment income: Initial Class (1,258,248) (871,258) Service Class (279,124) (48,213) --------------------------- Total dividends to shareholders (1,537,372) (919,471) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 7,880,743 11,256,503 Service Class 13,725,900 3,871,091 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 1,258,248 871,258 Service Class 279,124 48,213 --------------------------- 23,144,015 16,047,065 Cost of shares redeemed: Initial Class (9,559,375) (15,357,671) Service Class (709,479) (97,938) --------------------------- (10,268,854) (15,455,609) --------------------------- Increase in net assets derived from capital share transactions 12,875,161 591,456 --------------------------- Net increase in net assets 21,502,511 15,543,086 NET ASSETS: Beginning of year 73,696,326 58,153,240 --------------------------- End of year $ 95,198,837 $ 73,696,326 =========================== </Table> MainStay VP American Century M- 240 Income & Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ---------------------------------------------------- --------------------------- JUNE 13, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 10.35 $ 8.14 $ 10.24 $ 11.28 $ 12.74 $ 10.34 $ 9.26 ------- ------- ------- ------- ------- ------- ------ Net investment income 0.19(c) 0.14(b) 0.10 0.08 0.07 0.18(c) 0.07(b) Net realized and unrealized gain (loss) on investments 1.12 2.20 (2.10) (1.04) (1.44) 1.11 1.14 ------- ------- ------- ------- ------- ------- ------ Total from investment operations 1.31 2.34 (2.00) (0.96) (1.37) 1.29 1.21 ------- ------- ------- ------- ------- ------- ------ Less dividends and distributions: From net investment income (0.19) (0.13) (0.10) (0.08) (0.07) (0.18) (0.13) From net realized gain on investments -- -- -- -- (0.02) -- -- ------- ------- ------- ------- ------- ------- ------ Total dividends and distributions (0.19) (0.13) (0.10) (0.08) (0.09) (0.18) (0.13) ------- ------- ------- ------- ------- ------- ------ Net asset value at end of period $ 11.47 $ 10.35 $ 8.14 $ 10.24 $ 11.28 $ 11.45 $10.34 ======= ======= ======= ======= ======= ======= ====== Total investment return 12.65% 28.69% (19.52%) (8.50%) (10.73%) 12.38% 13.10%(d) Ratios (to average net assets)/Supplemental Data: Net investment income 1.92%(c) 1.51% 1.09% 0.81% 0.66% 1.67%(c) 1.26%+(e) Expenses 0.90% 0.94% 0.92% 0.88% 0.90% 1.15% 1.19%+ Portfolio turnover rate 72% 79% 71% 61% 59% 72% 79% Net assets at end of period (in 000's) $76,526 $69,598 $58,153 $71,000 $75,189 $18,673 $4,099 </Table> <Table> (a) Commencement of Operations. (b) Per share data based on average shares outstanding during the period. (c) Included in net investment income per share and the ratio of net investment income to average net assets are $0.05 per share and 0.26%, respectively, resulting from a special one-time dividend from Microsoft Corp. that paid $3.00 per share. (d) Total return is not annualized. (e) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 241 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (98.2%)+ - ---------------------------------------------------------------------------- AEROSPACE & DEFENSE (4.0%) Boeing Co. (The) 32,000 $ 1,656,640 VUnited Technologies Corp. 20,500 2,118,675 ----------- 3,775,315 ----------- AUTO COMPONENTS (0.5%) Johnson Controls, Inc. 7,900 501,176 ----------- BEVERAGES (0.5%) Coca-Cola Co. (The) 10,900 453,767 ----------- CAPITAL MARKETS (6.0%) VGoldman Sachs Group, Inc. (The) 19,100 1,987,164 Merrill Lynch & Co., Inc. 23,400 1,398,618 VMorgan Stanley 40,600 2,254,112 ----------- 5,639,894 ----------- CHEMICALS (1.5%) Dow Chemical Co. (The) 18,400 910,984 E.I. Du pont de Nemours & Co. 10,000 490,500 ----------- 1,401,484 ----------- COMMERCIAL BANKS (9.0%) VBank of America Corp. 65,812 3,092,506 PNC Financial Services Group, Inc. (The) 8,400 482,496 SunTrust Banks, Inc. 6,400 472,832 U.S. Bancorp 42,500 1,331,100 VWachovia Corp. 40,900 2,151,340 WellsFargo & Co. 14,400 894,960 ----------- 8,425,234 ----------- COMMUNICATIONS EQUIPMENT (1.0%) Nokia Corp. ADR (b) 59,000 924,530 ----------- COMPUTERS & PERIPHERALS (1.5%) Hewlett-Packard Co. 22,700 476,019 International Business Machines Corp. 9,300 916,794 ----------- 1,392,813 ----------- DIVERSIFIED FINANCIAL SERVICES (6.3%) VCitigroup, Inc. 70,346 3,389,270 VJPMorgan Chase & Co. 65,400 2,551,254 ----------- 5,940,524 ----------- DIVERSIFIED TELECOMMUNICATION SERVICES (4.8%) ALLTEL Corp. 13,900 816,764 Sprint Corp. (FON Group) 68,200 1,694,770 Verizon Communications, Inc. 48,782 1,976,159 ----------- 4,487,693 ----------- ELECTRIC UTILITIES (4.3%) Dominion Resources, Inc. 6,900 467,406 Edison International 15,900 509,277 Entergy Corp. 12,100 817,839 Exelon Corp. 22,000 969,540 PG&E Corp. (a) 14,500 482,560 </Table> <Table> <Caption> SHARES VALUE ELECTRIC UTILITIES (CONTINUED) PPL Corp. 9,300 $ 495,504 TXU Corp. 4,400 284,064 ----------- 4,026,190 ----------- ELECTRICAL EQUIPMENT (0.5%) Emerson Electric Co. 7,000 490,700 ----------- ENERGY EQUIPMENT & SERVICES (0.9%) Schlumberger Ltd. 13,200 883,740 ----------- FOOD & STAPLES RETAILING (0.7%) Safeway, Inc. (a) 32,900 649,446 ----------- FOOD PRODUCTS (1.3%) General Mills, Inc. 10,000 497,100 Kraft Foods, Inc. Class A 20,700 737,127 ----------- 1,234,227 ----------- HEALTH CARE EQUIPMENT & SUPPLIES (0.9%) Boston Scientific Corp. (a) 24,000 853,200 ----------- HEALTH CARE PROVIDERS & SERVICES (2.4%) Caremark Rx, Inc. (a) 20,200 796,486 Medco Health Solutions, Inc. (a) 15,200 632,320 PacifiCare Health Systems, Inc. (a) 4,200 237,384 Wellpoint, Inc. (a) 5,500 632,500 ----------- 2,298,690 ----------- HOTELS, RESTAURANTS & LEISURE (1.0%) McDonald's Corp. 29,900 958,594 ----------- HOUSEHOLD DURABLES (0.9%) Koninklijke Philips Electronics NV ADR (b) 17,200 455,800 Newell Rubbermaid, Inc. 17,600 425,744 ----------- 881,544 ----------- HOUSEHOLD PRODUCTS (1.5%) Colgate-Palmolive Co. 18,300 936,228 Kimberly-Clark Corp. 6,800 447,508 ----------- 1,383,736 ----------- INDUSTRIAL CONGLOMERATES (5.5%) VGeneral Electric Co. 74,400 2,715,600 VTyco International Ltd. 70,000 2,501,800 ----------- 5,217,400 ----------- INSURANCE (5.8%) ACE, Ltd. 5,700 243,675 Allstate Corp. (The) 10,700 553,404 American International Group, Inc. 18,458 1,212,137 Genworth Financial, Inc. Class A 34,500 931,500 Hartford Financial Services Group, Inc. (The) 12,300 852,513 Prudential Financial, Inc. 30,000 1,648,800 ----------- 5,442,029 ----------- </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's top 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> MainStay VP Dreyfus Large Company M- 242 Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ---------------------------------------------------------------------------- IT SERVICES (3.1%) Automatic Data Processing, Inc. 30,000 $ 1,330,500 DST Systems, Inc. (a) 20,200 1,052,824 SunGard Data Systems, Inc. (a) 17,200 487,276 ----------- 2,870,600 ----------- MACHINERY (0.6%) Eaton Corp. 8,400 607,824 ----------- MEDIA (9.3%) Clear Channel Communications, Inc. 43,800 1,466,862 Liberty Media Corp. Class A (a) 131,780 1,446,944 Liberty Media International, Inc. Class A (a) 8,804 407,009 News Corp. Ltd. (The) ADR (b) 40,400 753,864 Omnicom Group, Inc. 21,000 1,770,720 Time Warner, Inc. (a) 75,700 1,471,608 Viacom, Inc. Class B 38,300 1,393,737 ----------- 8,710,744 ----------- MULTILINE RETAIL (0.5%) Dollar General Corp. 22,400 465,248 ----------- OFFICE ELECTRONICS (0.3%) Xerox Corp. (a) 15,300 260,253 ----------- OIL & GAS (10.5%) Apache Corp. 11,600 586,612 BP PLC ADR (b) 21,800 1,273,120 ChevronTexaco Corp. 20,400 1,071,204 ConocoPhillips 18,000 1,562,940 VExxonMobil Corp. 80,682 4,135,759 Total SA ADR (b) 11,400 1,252,176 ----------- 9,881,811 ----------- PAPER & FOREST PRODUCTS (1.5%) Bowater, Inc. 10,600 466,082 International Paper Co. 22,400 940,800 ----------- 1,406,882 ----------- PHARMACEUTICALS (0.9%) Pfizer, Inc. 14,200 381,838 Schering-Plough Corp. 23,800 496,944 ----------- 878,782 ----------- ROAD & RAIL (0.3%) Union Pacific Corp. 3,600 242,100 ----------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (0.5%) Fairchild Semiconductor International, Inc. (a) 27,800 452,028 ----------- SOFTWARE (3.2%) Microsoft Corp. 70,474 1,882,361 Oracle Corp. (a) 81,300 1,115,436 ----------- 2,997,797 ----------- </Table> <Table> <Caption> SHARES VALUE SPECIALTY RETAIL (0.7%) Advanced Auto Parts, Inc. (a) 14,000 $ 611,520 ----------- TEXTILES, APPAREL & LUXURY GOODS (0.4%) Jones Apparel Group, Inc. 11,500 420,555 ----------- THRIFTS & MORTGAGE FINANCE (4.3%) Countrywide Financial Corp. 13,800 510,738 Fannie Mae 11,200 797,552 Freddie Mac 20,100 1,481,370 PMI Group, Inc. (The) 28,900 1,206,575 ----------- 3,996,235 ----------- TOBACCO (0.8%) Altria Group, Inc. 12,500 763,750 ----------- WIRELESS TELECOMMUNICATION SERVICES (0.5%) Vodafone Group PLC ADR (b) 17,900 490,102 ----------- Total Common Stocks (Cost $81,136,474) 92,318,157 ----------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENT (1.5%) - ---------------------------------------------------------------------------- FEDERAL AGENCY (1.5%) Federal Home Loan Bank 1.25%, due 1/3/05 $1,457,000 1,456,899 ----------- Total Short-Term Investment (Cost $1,456,899) 1,456,899 ----------- Total Investments (Cost $82,593,373) (c) 99.7% 93,775,056(d) Cash and Other Assets Less Liabilities 0.3 241,819 ---------- ----------- Net Assets 100.0% $94,016,875 ========== =========== </Table> <Table> (a) Non-income producing security. (b) ADR -- American Depositary Receipt. (c) The cost for federal income tax purposes is $82,727,239. (d) At December 31, 2004 net unrealized appreciation was $11,047,817, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $12,023,762 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $975,945. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 243 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $82,593,373) $93,775,056 Cash 175 Receivables: Investment securities sold 378,224 Dividends and interest 127,313 Fund shares sold 68,234 Other assets 222 ----------- Total assets 94,349,224 ----------- LIABILITIES: Payables: Investment securities purchased 193,097 Adviser 47,003 Fund shares redeemed 27,118 Administrator 15,668 Shareholder communication 14,330 NYLIFE Distributors 4,568 Custodian 3,043 Accrued expenses 27,522 ----------- Total liabilities 332,349 ----------- Net assets $94,016,875 =========== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 63,710 Service Class 20,045 Additional paid-in capital 87,071,478 Accumulated undistributed net investment income 7,148 Accumulated net realized loss on investments (4,327,189) Net unrealized appreciation on investments 11,181,683 ----------- Net assets $94,016,875 =========== INITIAL CLASS Net assets applicable to outstanding shares $71,542,784 =========== Shares of capital stock outstanding 6,371,037 =========== Net asset value per share outstanding $ 11.23 =========== SERVICE CLASS Net assets applicable to outstanding shares $22,474,091 =========== Shares of capital stock outstanding 2,004,505 =========== Net asset value per share outstanding $ 11.21 =========== </Table> MainStay VP Dreyfus Large Company M- 244 Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 1,642,296 Interest 29,012 ----------- Total income 1,671,308 ----------- EXPENSES: Advisory 497,312 Administration 165,771 Shareholder communication 46,270 Professional 40,085 Distribution and service -- Service Class 38,161 Custodian 18,697 Directors 7,788 Portfolio pricing 3,122 Miscellaneous 14,546 ----------- Total expenses 831,752 ----------- Net investment income 839,556 ----------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on investments 4,931,134 Net change in unrealized appreciation on investments 3,361,854 ----------- Net realized and unrealized gain on investments 8,292,988 ----------- Net increase in net assets resulting from operations $ 9,132,544 =========== </Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $24,625. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 245 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment income $ 839,556 $ 462,495 Net realized gain (loss) on investments 4,931,134 (162,229) Net change in unrealized appreciation on investments 3,361,854 13,469,188 --------------------------- Net increase in net assets resulting from operations 9,132,544 13,769,454 --------------------------- Dividends to shareholders: From net investment income: Initial Class (663,415) (437,804) Service Class (168,993) (36,919) --------------------------- Total dividends to shareholders (832,408) (474,723) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 12,018,097 12,652,974 Service Class 16,607,867 5,625,147 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 663,415 437,804 Service Class 168,993 36,919 --------------------------- 29,458,372 18,752,844 Cost of shares redeemed: Initial Class (9,953,587) (13,712,644) Service Class (2,049,202) (49,107) --------------------------- (12,002,789) (13,761,751) --------------------------- Increase in net assets derived from capital share transactions 17,455,583 4,991,093 --------------------------- Net increase in net assets 25,755,719 18,285,824 NET ASSETS: Beginning of year 68,261,156 49,975,332 --------------------------- End of year $ 94,016,875 $ 68,261,156 =========================== Accumulated undistributed net investment income at end of year $ 7,148 $ -- =========================== </Table> MainStay VP Dreyfus Large Company M- 246 Value Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------------ --------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 10.18 $ 8.01 $ 10.46 $ 11.29 $ 10.84 $ 10.17 $ 8.97 ------- ------- ------- ------- ------- ------- ------ Net investment income 0.11 0.07(b) 0.06 0.07 0.07 0.09 0.03(b) Net realized and unrealized gain (loss) on investments 1.04 2.17 (2.45) (0.56) 0.64 1.04 1.24 ------- ------- ------- ------- ------- ------- ------ Total from investment operations 1.15 2.24 (2.39) (0.49) 0.71 1.13 1.27 ------- ------- ------- ------- ------- ------- ------ Less dividends and distributions: From net investment income (0.10) (0.07) (0.06) (0.07) (0.07) (0.09) (0.07) From net realized gain on investments -- -- -- (0.27) (0.19) 0.00 -- ------- ------- ------- ------- ------- ------- ------ Total dividends and distributions (0.10) (0.07) (0.06) (0.34) (0.26) (0.09) (0.07) ------- ------- ------- ------- ------- ------- ------ Net asset value at end of period $ 11.23 $ 10.18 $ 8.01 $ 10.46 $ 11.29 $ 11.21 $10.17 ======= ======= ======= ======= ======= ======= ====== Total investment return 11.37% 27.95% (22.86%) (4.51%) 6.59% 11.09% 14.13%(c) Ratios (to average net assets)/Supplemental Data: Net investment income 1.04% 0.87% 0.63% 0.80% 0.78% 0.79% 0.62%+(d) Expenses 0.96% 0.99% 0.98% 0.99% 1.01% 1.21% 1.24%+ Portfolio turnover rate 75% 73% 65% 74% 159% 75% 73% Net assets at end of period (in 000's) $71,543 $62,229 $49,975 $59,220 $45,278 $22,474 $6,033 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Total Return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 247 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (99.8%)+ - ------------------------------------------------------------------------------ BEVERAGES (2.6%) VCoca-Cola Co. (The) 92,100 $ 3,834,123 ------------ BIOTECHNOLOGY (4.7%) Amgen, Inc. (a) 41,800 2,681,470 Chiron Corp. (a) 68,350 2,278,105 Genzyme Corp. (a) 36,400 2,113,748 ------------ 7,073,323 ------------ CAPITAL MARKETS (1.7%) Goldman Sachs Group, Inc. (The) 24,450 2,543,778 ------------ COMMUNICATIONS EQUIPMENT (5.4%) Cisco Systems, Inc. (a) 160,300 3,093,790 Nokia Corp. ADR (b) 107,000 1,676,690 Nortel Networks Corp. (a) 410,550 1,432,819 QUALCOMM, Inc. 43,850 1,859,240 ------------ 8,062,539 ------------ COMPUTERS & PERIPHERALS (6.4%) VDell, Inc. (a) 172,900 7,286,006 EMC Corp. (a) 147,800 2,197,786 ------------ 9,483,792 ------------ DIVERSIFIED FINANCIAL SERVICES (3.3%) Citigroup, Inc. 66,633 3,210,378 JPMorgan Chase & Co. 45,400 1,771,054 ------------ 4,981,432 ------------ ELECTRICAL EQUIPMENT (1.7%) Emerson Electric Co. 36,200 2,537,620 ------------ ELECTRONIC EQUIPMENT & INSTRUMENTS (2.2%) Symbol Technologies, Inc. 186,000 3,217,800 ------------ ENERGY EQUIPMENT & SERVICES (1.1%) ENSCO International, Inc. 51,450 1,633,023 ------------ FOOD & STAPLES RETAILING (2.5%) Wal-Mart Stores, Inc. 63,550 3,356,711 ------------ HEALTH CARE EQUIPMENT & SUPPLIES (1.1%) Zimmer Holdings, Inc. (a) 20,050 1,606,406 ------------ HEALTH CARE PROVIDERS & SERVICES (1.6%) Caremark Rx, Inc. (a) 60,100 2,369,743 ------------ HOTELS, RESTAURANTS & LEISURE (5.3%) VHarrah's Entertainment, Inc. 56,950 3,809,385 VMcDonald's Corp. 127,600 4,090,856 ------------ 7,900,241 ------------ </Table> <Table> <Caption> SHARES VALUE HOUSEHOLD DURABLES (1.3%) Tempur-Pedic International, Inc. (a) 89,450 $ 1,896,340 ------------ INDUSTRIAL CONGLOMERATES (3.1%) VGeneral Electric Co. 127,850 4,666,525 ------------ INSURANCE (1.5%) American International Group, Inc. 34,750 2,282,032 ------------ INTERNET & CATALOG RETAIL (4.2%) VeBay, Inc. (a) 54,050 6,284,934 ------------ INTERNET SOFTWARE & SERVICES (3.0%) VYahoo!, Inc. (a) 119,800 4,514,064 ------------ IT SERVICES (2.9%) Accenture Ltd. Class A (a) 54,450 1,470,150 CheckFree Corp. (a) 41,400 1,576,512 First Data Corp. 30,100 1,280,454 ------------ 4,327,116 ------------ MEDIA (7.8%) Comcast Corp. Class A (a) 61,150 2,008,166 Dreamworks Animation SKG, Inc.(a) 7,600 285,076 EchoStar Communications Corp. Class A 72,550 2,411,562 Time Warner, Inc. (a) 144,100 2,801,304 Viacom, Inc. Class B 52,650 1,915,933 Walt Disney Co. (The) 78,800 2,190,640 ------------ 11,612,681 ------------ MULTILINE RETAIL (2.0%) Target Corp. 58,000 3,011,940 ------------ PHARMACEUTICALS (8.3%) Abbott Laboratories 46,950 2,190,218 Allergan, Inc. 23,150 1,876,771 Johnson & Johnson 48,600 3,082,212 VPfizer, Inc. 195,300 5,251,617 ------------ 12,400,818 ------------ </Table> <Table> + Percentages indicated are based on Portfolio net assets. V Among the Portfolio's 10 largest holdings, excluding short-term investments. May be subject to change daily. </Table> MainStay VP Eagle Asset Management M- 248 Growth Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ------------------------------------------------------------------------------ SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (18.0%) Altera Corp. (a) 59,150 $ 1,224,405 Applied Materials, Inc. (a) 170,950 2,923,245 VBroadcom Corp. Class A (a) 153,950 4,969,506 Cascade Microtech, Inc. (a) 2,000 26,840 Entegris, Inc. (a) 206,850 2,058,158 Fairchild Semiconductor International, Inc. (a) 144,000 2,341,440 Intel Corp. 157,500 3,683,925 Maxim Integrated Products, Inc. 73,750 3,126,263 National Semiconductor Corp. 141,800 2,545,310 Texas Instruments, Inc. 96,850 2,384,447 Ultra Clean Holdings, Inc. (a) 232,550 1,409,253 ------------ 26,692,792 ------------ SOFTWARE (5.6%) VMicrosoft Corp. 200,600 5,358,026 Symantec Corp. (a) 113,500 2,923,760 ------------ 8,281,786 ------------ SPECIALTY RETAIL (1.4%) Home Depot, Inc. (The) 49,150 2,100,671 ------------ THRIFTS & MORTGAGE FINANCE (1.1%) Fannie Mae 23,300 1,659,193 ------------ Total Investments (Cost $139,255,168) (c) 99.8% 148,331,423(d) Cash and Other Assets, Less Liabilities 0.2% 259,754 ----------- ------------ Net Assets 100.0% $148,591,177 =========== ============ </Table> <Table> (a) Non-Income producing security. (b) ADR -- American Depositary Receipt. (c) The cost for federal income tax purposes is $141,334,847. (d) At December 31, 2004 net unrealized depreciation was $6,996,576, based on cost for federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $11,330,357 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $4,333,781. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 249 STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $139,255,168) $ 148,331,423 Cash 428,321 Receivables: Investment securities sold 2,524,370 Dividends 70,584 Fund shares sold 2,773 Other assets 421 ------------- Total assets 151,357,892 ------------- LIABILITIES: Payables: Investment securities purchased 2,518,613 Fund shares redeemed 98,642 Adviser 62,497 Administrator 24,999 Custodian 4,643 NYLIFE Distributors 3,787 Accrued expenses 53,534 ------------- Total liabilities 2,766,715 ------------- Net assets $ 148,591,177 ============= NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 117,299 Service Class 16,705 Additional paid-in capital 254,975,203 Accumulated net realized loss on investments (115,594,285) Net unrealized appreciation on investments 9,076,255 ------------- Net assets $ 148,591,177 ============= INITIAL CLASS Net assets applicable to outstanding shares $ 130,090,919 ============= Shares of capital stock outstanding 11,729,853 ============= Net asset value per share outstanding $ 11.09 ============= SERVICE CLASS Net assets applicable to outstanding shares $ 18,500,258 ============= Shares of capital stock outstanding 1,670,514 ============= Net asset value per share outstanding $ 11.07 ============= </Table> MainStay VP Eagle Asset Management M- 250 Growth Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends $ 1,566,333 Interest 7,885 ------------ Total income 1,574,218 ------------ EXPENSES: Advisory 755,577 Administration 302,231 Shareholder communication 79,272 Professional 46,163 Distribution and service -- Service Class 34,163 Custodian 25,365 Directors 12,506 Miscellaneous 66,989 ------------ Total expenses 1,322,266 Fees paid indirectly (a) (45,910) ------------ Net expenses 1,276,356 ------------ Net investment income 297,862 ------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 1,139,652 Net change in unrealized appreciation on investments (6,081,667) ------------ Net realized and unrealized loss on investments (4,942,015) ------------ Net decrease in net assets resulting from operations $ (4,644,153) ============ </Table> - ------------ (a) New York Life Investment Management LLC has directed certain portfolio trades to brokers who paid a portion of the expenses of the Portfolio for the year ended December 31, 2004. The Portfolio's miscellaneous expenses were reduced by $45,910 under this agreement. The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 251 STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE (DECREASE) IN NET ASSETS: Operations: Net investment income $ 297,862 $ 220,769 Net realized gain on investments 1,139,652 10,629,970 Net change in unrealized appreciation (depreciation) on investments (6,081,667) 22,421,255 --------------------------- Net increase (decrease) in net assets resulting from operations (4,644,153) 33,271,994 --------------------------- Dividends to shareholders: From net investment income: Initial Class (290,421) (235,253) Service Class (7,018) (6,121) --------------------------- Total dividends to shareholders (297,439) (241,374) --------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 6,933,206 18,755,875 Service Class 13,209,555 7,216,238 Net asset value of shares issued to shareholders in reinvestment of dividends: Initial Class 290,421 235,253 Service Class 7,018 6,121 --------------------------- 20,440,200 26,213,487 Cost of shares redeemed: Initial Class (26,323,623) (17,048,711) Service Class (2,120,454) (187,372) --------------------------- (28,444,077) (17,236,083) --------------------------- Increase (decrease) in net assets derived from capital share transactions (8,003,877) 8,977,404 --------------------------- Net increase (decrease) in net assets (12,945,469) 42,008,024 NET ASSETS: Beginning of year 161,536,646 119,528,622 --------------------------- End of year $148,591,177 $161,536,646 =========================== </Table> MainStay VP Eagle Asset Management M- 252 Growth Equity Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ------------------------------------------------------- ----------------------------- JUNE 6, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 11.38 $ 8.90 $ 12.41 $ 14.87 $ 18.55 $ 11.37 $10.18 -------- -------- -------- -------- -------- ------- ------ Net investment income (loss) 0.02 0.02(b) 0.01 (0.01)(b) (0.02)(b) 0.00(c) (0.00)(b)(c) Net realized and unrealized gain (loss) on investments (0.29) 2.48 (3.51) (2.45) (1.69) (0.30) 1.20 -------- -------- -------- -------- -------- ------- ------ Total from investment operations (0.27) 2.50 (3.50) (2.46) (1.71) (0.30) 1.20 -------- -------- -------- -------- -------- ------- ------ Less dividends and distributions: From net investment income (0.02) (0.02) (0.01) -- -- (0.00)(c) (0.01) From net realized gain on investments -- -- -- -- (1.97) -- -- -------- -------- -------- -------- -------- ------- ------ Total dividends and distributions (0.02) (0.02) (0.01) -- (1.97) 0.00(c) (0.01) -------- -------- -------- -------- -------- ------- ------ Net asset value at end of period $ 11.09 $ 11.38 $ 8.90 $ 12.41 $ 14.87 $ 11.07 $11.37 ======== ======== ======== ======== ======== ======= ====== Total investment return (2.32%) 28.05% (28.21%) (16.56%) (9.97%) (2.57%) 11.83%(d) Ratios (to average net assets)/ Supplemental Data: Net investment income (loss) 0.22% 0.17% 0.07% (0.10%) (0.19%) (0.03%) (0.08%)+(e) Expenses 0.85%# 0.83% 0.81% 0.80% 0.80% 1.10%# 1.08%+ Portfolio turnover rate 117% 160% 168% 172% 363% 117% 160% Net assets at end of period (in 000's) $130,091 $154,082 $119,529 $180,447 $218,190 $18,500 $7,455 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Less than one cent per share. (d) Total Return is not annualized. (e) Represents income earned for the year by the Initial Class share less service fee of 0.25%. # Includes fees paid indirectly which amounted to 0.03% of average net assets for the year ended December 31, 2004. + Annualized. </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 253 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 <Table> <Caption> SHARES VALUE COMMON STOCKS (97.0%)+ - ----------------------------------------------------------------------------- AEROSPACE & DEFENSE (3.7%) VArmor Holdings, Inc. (a) 15,000 $ 705,300 Curtiss-Wright Corp. 4,700 269,827 Engineered Support Systems, Inc. 6,150 364,203 Hexcel Corp. (a) 27,200 394,400 Moog, Inc. Class A (a) 5,200 235,820 ----------- 1,969,550 ----------- AIR FREIGHT & LOGISTICS (2.3%) VEGL, Inc. (a) 23,400 699,426 Forward Air Corp. (a) 11,500 514,050 ----------- 1,213,476 ----------- AUTO COMPONENTS (0.4%) Commercial Vehicle Group, Inc. (a) 9,800 213,934 ----------- BIOTECHNOLOGY (3.0%) Abgenix, Inc. (a) 27,300 282,282 Affymetrix, Inc. (a) 14,400 526,320 Cell Therapeutics, Inc. (a) 42,300 344,322 DOV Pharmaceutical, Inc. (a) 11,700 211,185 Vion Pharmaceuticals, Inc. (a) 49,600 232,624 ----------- 1,596,733 ----------- CHEMICALS (0.6%) Mosaic Co. (The) (a) 20,700 337,824 ----------- COMMERCIAL BANKS (6.2%) Cathay General Bancorp 15,000 562,500 CoBiz, Inc. 6,600 133,980 East West Bancorp, Inc. 10,900 457,364 First BanCorp. 7,500 476,325 Nara Bancorp, Inc. 7,400 157,398 Silicon Valley Bancshares (a) 13,200 591,624 Southwest Bancorp. of Texas, Inc. 18,700 435,523 Texas Regional Bancshares, Inc. Class A 14,040 458,827 ----------- 3,273,541 ----------- COMMERCIAL SERVICES & SUPPLIES (7.8%) 51job, Inc. (a) 4,700 244,259 Arbitron, Inc. (a) 5,500 215,490 Bright Horizons Family Solutions, Inc. (a) 7,700 498,652 Charles River Associates, Inc. (a) 6,500 304,005 Corporate Executive Board Co. (The) 8,500 568,990 Healthcare Services Group, Inc. 11,750 244,870 Heidrick & Struggles International, Inc. (a) 8,400 287,868 Navigant Consulting, Inc. (a) 22,100 587,860 VResources Connection, Inc. (a) 14,600 792,926 </Table> <Table> <Caption> SHARES VALUE COMMERCIAL SERVICES & SUPPLIES (CONTINUED) Strayer Education, Inc. 2,200 $ 241,538 Universal Technical Institute, Inc. (a) 3,900 148,668 ----------- 4,135,126 ----------- COMMUNICATIONS EQUIPMENT (1.0%) Plantronics, Inc. 9,200 381,524 Sierra Wireless (a) 7,600 134,368 ----------- 515,892 ----------- COMPUTERS & PERIPHERALS (0.9%) Advanced Digital Information Corp. (a) 24,300 243,486 Avid Technology, Inc. (a) 3,600 222,300 ----------- 465,786 ----------- CONSTRUCTION & ENGINEERING (1.0%) Dycom Industries, Inc. (a) 17,700 540,204 ----------- DIVERSIFIED FINANCIAL SERVICES (0.5%) Piper Jaffray Cos., Inc. (a) 5,400 258,930 ----------- ELECTRICAL EQUIPMENT (0.5%) Ultralife Batteries, Inc. (a) 14,200 276,190 ----------- ELECTRONIC EQUIPMENT & INSTRUMENTS (3.4%) Cognex Corp. 9,200 256,680 Plexus Corp. (a) 20,400 265,404 RAE Systems, Inc. (a) 12,100 88,330 Rogers Corp. (a) 7,100 306,010 ScanSource, Inc. (a) 3,600 223,776 Sypris Solutions, Inc. 12,200 186,782 Trimble Navigation Ltd. (a) 14,400 475,776 ----------- 1,802,758 ----------- ENERGY EQUIPMENT & SERVICES (3.1%) Cal Dive International, Inc. (a) 12,700 517,525 Hydril (a) 6,900 314,019 Input/Output, Inc. (a) 25,500 225,420 Offshore Logistics, Inc. (a) 6,700 217,549 Unit Corp. (a) 8,800 336,248 ----------- 1,610,761 ----------- FOOD & STAPLES RETAILING (1.5%) Performance Food Group Co. (a) 9,500 255,645 United Natural Foods, Inc. (a) 16,400 510,040 ----------- 765,685 ----------- FOOD PRODUCTS (0.5%) Ralcorp Holdings, Inc. 6,700 280,931 ----------- + Percentages indicated are based on Portfolio net assets. V Portfolio's 10 largest holdings. May be subject to change daily. </Table> MainStay VP Lord Abbett M- 254 Developing Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- HEALTH CARE EQUIPMENT & SUPPLIES (5.3%) American Medical Systems Holdings, Inc. (a) 10,900 $ 455,729 ArthroCare Corp. (a) 16,500 528,990 Bio-Rad Laboratories, Inc. Class A (a) 4,600 263,902 VIntegra LifeSciences Holdings (a) 19,300 712,749 Molecular Devices Corp. (a) 10,000 201,000 NuVasive, Inc. (a) 16,000 164,000 Sybron Dental Specialties, Inc. (a) 13,600 481,168 ----------- 2,807,538 ----------- HEALTH CARE PROVIDERS & SERVICES (6.4%) VAMERIGROUP Corp. (a) 9,900 749,034 VCentene Corp. (a) 26,700 756,945 Molina Healthcare, Inc. (a) 800 37,104 SFBC International, Inc. (a) 9,900 391,050 Sierra Health Services, Inc. (a) 11,200 617,232 Symbion, Inc. (a) 15,600 344,448 WellCare Health Plans, Inc. (a) 14,500 471,250 ----------- 3,367,063 ----------- HOTELS, RESTAURANTS & LEISURE (4.9%) P.F. Chang's China Bistro, Inc. (a) 10,000 563,500 RARE Hospitality International, Inc. (a) 14,600 465,156 VScientific Games Corp. Class A (a) 27,600 657,984 Shuffle Master, Inc. (a) 11,000 518,100 Sonic Corp. (a) 12,400 378,200 ----------- 2,582,940 ----------- INTERNET & CATALOG RETAIL (3.2%) Arbinet Holdings, Inc. (a) 4,600 114,310 Audible, Inc. (a) 9,100 237,055 Blue Nile, Inc. (a) 9,400 259,628 Overstock.com, Inc. (a) 7,700 531,300 RedEnvelope, Inc. (a) 9,400 114,868 SINA Corp. (a) 13,900 445,634 ----------- 1,702,795 ----------- INTERNET SOFTWARE & SERVICES (2.9%) Akamai Technologies, Inc. (a) 21,700 282,751 Blue Coat Systems, Inc. (a) 9,100 169,351 Digitas, Inc. (a) 43,300 413,515 eCollege.com (a) 8,100 92,016 InfoSpace, Inc. (a) 7,000 332,850 Openwave Systems, Inc. (a) 14,300 221,078 ----------- 1,511,561 ----------- IT SERVICES (4.1%) CACI International, Inc. Class A (a) 7,100 483,723 Forrester Research, Inc. (a) 15,320 274,841 Kanbay International, Inc. (a) 9,500 297,350 Niku Corp. (a) 3,900 78,624 </Table> <Table> <Caption> SHARES VALUE IT SERVICES (CONTINUED) RightNow Technologies, Inc. (a) 1,500 $ 24,225 Sapient Corp. (a) 54,700 432,677 SRA International, Inc. Class A (a) 8,700 558,540 ----------- 2,149,980 ----------- LEISURE EQUIPMENT & PRODUCTS (0.8%) Marvel Enterprises, Inc. (a) 20,900 428,032 ----------- MACHINERY (2.9%) CLARCOR, Inc. 7,500 410,775 VJoy Global, Inc. 14,700 638,421 Manitowoc Co., Inc. (The) 4,000 150,600 Nordson Corp. 8,000 320,560 ----------- 1,520,356 ----------- MEDIA (0.5%) Greenfield Online, Inc. (a) 10,900 239,691 ----------- METALS & MINING (1.9%) Coeur d'Alene Mines Corp. (a) 81,200 319,116 Foundation Coal Holdings, Inc. (a) 16,000 368,960 Steel Dynamics, Inc. 8,200 310,616 ----------- 998,692 ----------- OIL & GAS (1.5%) Bill Barrett Corp. (a) 6,300 201,537 KCS Energy, Inc. (a) 22,900 338,462 Penn Virginia Corp. 6,600 267,762 ----------- 807,761 ----------- PERSONAL PRODUCTS (0.5%) Nu Skin Enterprises, Inc. Class A 10,700 271,566 ----------- PHARMACEUTICALS (4.4%) Bone Care International, Inc. (a) 11,000 306,350 Bradley Pharmaceuticals, Inc. (a) 2,200 42,680 K-V Pharmaceutical Co. Class A (a) 25,700 566,685 Kos Pharmaceuticals, Inc. (a) 12,000 451,680 Medicis Pharmaceutical Corp. Class A 8,600 301,946 Noven Pharmaceuticals, Inc. (a) 23,500 400,910 PRA International (a) 10,700 265,146 ----------- 2,335,397 ----------- REAL ESTATE (0.8%) Jones Lang LaSalle, Inc. (a) 11,400 426,474 ----------- ROAD & RAIL (1.3%) VLandstar System, Inc. (a) 9,100 670,124 ----------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (8.4%) ATMI, Inc. (a) 12,400 279,372 Cymer, Inc. (a) 6,900 203,826 </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 255 PORTFOLIO OF INVESTMENTS DECEMBER 31, 2004 (CONTINUED) <Table> <Caption> SHARES VALUE COMMON STOCKS (CONTINUED) - ----------------------------------------------------------------------------- SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT (CONTINUED) FormFactor, Inc. (a) 12,000 $ 325,680 Microsemi Corp. (a) 14,900 258,664 O2Micro International Ltd. (a) 18,600 212,784 PortalPlayer, Inc. (a) 11,400 281,352 Power Integrations, Inc. (a) 9,600 189,888 RF Micro Devices, Inc. (a) 48,200 329,688 Semtech Corp. (a) 17,100 373,977 Sigmatel, Inc. (a) 6,700 238,051 Silicon Image, Inc. (a) 29,400 483,924 Silicon Laboratories, Inc. (a) 7,200 254,232 Skyworks Solutions, Inc. (a) 33,900 319,677 Varian Semiconductor Equipment Associates, Inc. (a) 13,100 482,735 Zoran Corp. (a) 15,500 179,490 ----------- 4,413,340 ----------- SOFTWARE (5.2%) Altiris, Inc. (a) 7,200 255,096 Blackboard, Inc. (a) 9,700 143,657 VKronos, Inc. (a) 12,950 662,134 MicroStrategy, Inc. (a) 5,500 331,375 SS&C Technologies, Inc. 11,200 231,280 TIBCO Software, Inc. (a) 43,600 581,624 Wind River Systems, Inc. (a) 18,000 243,900 Witness Systems, Inc. (a) 17,000 296,820 ----------- 2,745,886 ----------- SPECIALTY RETAIL (2.3%) Aeropostale, Inc. (a) 10,700 314,901 Cache, Inc. (a) 10,000 180,200 Guess?, Inc. (a) 19,000 238,450 Jos. A. Bank Clothiers, Inc. (a) 8,600 243,380 Pacific Sunwear of California, Inc. (a) 9,800 218,148 ----------- 1,195,079 ----------- </Table> <Table> <Caption> SHARES VALUE TEXTILES, APPAREL & LUXURY GOODS (2.8%) Fossil, Inc. (a) 13,550 $ 347,422 Quiksilver, Inc. (a) 19,700 586,863 Warnaco Group, Inc. (The) (a) 24,800 535,680 ----------- 1,469,965 ----------- THRIFTS & MORTGAGE FINANCE (0.5%) Commercial Capital Bancorp, Inc. 10,900 252,662 ----------- Total Common Stocks (Cost $45,117,532) 51,154,223 ----------- <Caption> PRINCIPAL AMOUNT VALUE SHORT-TERM INVESTMENT (4.2%) - ----------------------------------------------------------------------------- TIME DEPOSIT (4.2%) Bank of New York Cayman 1.50%, due 1/3/05 $2,196,000 2,196,000 ----------- Total Short-Term Investment (Cost $2,196,000) 2,196,000 ----------- Total Investments (Cost $47,313,532) (b) 101.2% 53,350,223(c) Liabilities in Excess of Cash and Other Assets (1.2) (648,417) ---------- ----------- Net Assets 100.0% $52,701,806 ========== =========== </Table> <Table> (a) Non-income producing security. (b) The cost for federal income tax purposes is $47,505,624. (c) At December 31, 2004 net unrealized appreciation was $5,844,599 based on cost for Federal income tax purposes. This consisted of aggregate gross unrealized appreciation for all investments on which there was an excess of market value over cost of $7,173,314 and aggregate gross unrealized depreciation for all investments on which there was an excess of cost over market value of $1,328,715. </Table> MainStay VP Lord Abbett M- 256 Developing Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF ASSETS AND LIABILITIES AS OF DECEMBER 31, 2004 <Table> ASSETS: Investment in securities, at value (identified cost $47,313,532) $53,350,223 Cash 2,130 Receivables: Investment securities sold 1,129,091 Fund shares sold 80,983 Dividends and interest 4,357 Other assets 126 ----------- Total assets 54,566,910 ----------- LIABILITIES: Payables: Investment securities purchased 1,751,211 Fund shares redeemed 35,464 Adviser 26,410 Administrator 8,803 Custodian 7,803 NYLIFE Distributors 3,297 Accrued expenses 32,116 ----------- Total liabilities 1,865,104 ----------- Net assets $52,701,806 =========== NET ASSETS CONSIST OF: Capital stock (par value of $.01 per share) 200 million shares authorized Initial Class $ 40,342 Service Class 17,812 Additional paid-in capital 54,319,517 Accumulated net realized loss on investments (7,712,556) Net unrealized appreciation on investments 6,036,691 ----------- Net assets $52,701,806 =========== INITIAL CLASS Net assets applicable to outstanding shares $36,603,866 =========== Shares of capital stock outstanding 4,034,234 =========== Net asset value per share outstanding $ 9.07 =========== SERVICE CLASS Net assets applicable to outstanding shares $16,097,940 =========== Shares of capital stock outstanding 1,781,178 =========== Net asset value per share outstanding $ 9.04 =========== </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 257 STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 <Table> INVESTMENT INCOME: INCOME: Dividends (a) $ 72,584 Interest 15,813 ------------- Total income 88,397 ------------- EXPENSES: Advisory 280,929 Administration 93,643 Custodian 43,304 Professional 35,081 Distribution and service -- Service Class 25,256 Shareholder communication 22,673 Directors 5,482 Portfolio pricing 5,060 Miscellaneous 18,909 ------------- Total expenses 530,337 Fees paid indirectly (b) (5,212) ------------- Net expenses 525,125 ============= Net investment loss (436,728) ------------- REALIZED AND UNREALIZED GAIN ON INVESTMENTS: Net realized gain on investments 1,747,640 Net change in unrealized appreciation on investments 1,540,393 ------------- Net realized and unrealized gain on investments 3,288,033 ------------- Net increase in net assets resulting from operations $ 2,851,305 ============= </Table> <Table> (a) Dividends recorded net of foreign withholding taxes in the amount of $83. (b) New York Life Investment Management LLC has directed certain portfolio trades to brokers who paid a portion of the expenses of the Portfolio for the year ended December 31, 2004. The Portfolio's miscellaneous expenses were reduced by $5,212 under this agreement. </Table> MainStay VP Lord Abbett M- 258 Developing Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. STATEMENT OF CHANGES IN NET ASSETS FOR THE YEARS ENDED DECEMBER 31, 2004 AND DECEMBER 31, 2003 <Table> <Caption> 2004 2003 INCREASE IN NET ASSETS: Operations: Net investment loss $ (436,728) $ (307,738) Net realized gain (loss) on investments 1,747,640 (290,004) Net change in unrealized appreciation (depreciation) on investments 1,540,393 10,267,407 ------------------------- Net increase in net assets resulting from operations 2,851,305 9,669,665 ------------------------- Capital share transactions: Net proceeds from sale of shares: Initial Class 4,702,029 12,625,133 Service Class 11,445,887 4,366,776 ------------------------- 16,147,916 16,991,909 Cost of shares redeemed: Initial Class (8,050,906) (6,314,813) Service Class (833,605) (97,683) ------------------------- (8,884,511) (6,412,496) ------------------------- Increase in net assets derived from capital share transactions 7,263,405 10,579,413 ------------------------- Net increase in net assets 10,114,710 20,249,078 NET ASSETS: Beginning of year 42,587,096 22,338,018 ------------------------- End of year $52,701,806 $42,587,096 ========================= </Table> The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. www.mainstayfunds.com M- 259 FINANCIAL HIGHLIGHTS SELECT PER SHARE DATA AND RATIOS <Table> <Caption> INITIAL CLASS SERVICE CLASS ---------------------------------------------------- --------------------------- JUNE 5, 2003(A) YEAR ENDED THROUGH YEAR ENDED DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2002 2001 2000 2004 2003 Net asset value at beginning of period $ 8.57 $ 6.19 $ 8.71 $ 9.40 $ 11.94 $ 8.56 $ 7.20 ------- ------- ------- ------- ------- ------- ------ Net investment loss (b) (0.07) (0.07) (0.07) (0.07) (0.07) (0.09) (0.06) Net realized and unrealized gain (loss) on investments 0.57 2.45 (2.45) (0.62) (2.19) 0.57 1.42 ------- ------- ------- ------- ------- ------- ------ Total from investment operations 0.50 2.38 (2.52) (0.69) (2.26) 0.48 1.36 ------- ------- ------- ------- ------- ------- ------ Less distributions: From net realized gain on investments -- -- -- -- (0.28) -- -- ------- ------- ------- ------- ------- ------- ------ Net asset value at end of period $ 9.07 $ 8.57 $ 6.19 $ 8.71 $ 9.40 $ 9.04 $ 8.56 ======= ======= ======= ======= ======= ======= ====== Total investment return 5.86% 38.49% (28.98%) (7.34%) (19.08%) 5.60% 18.83%(c) Ratios (to average net assets)/Supplemental Data: Net investment loss (0.88%) (1.01%) (0.92%) (0.83%) (0.68%) (1.13%) (1.26%)+(d) Expenses 1.08%# 1.19% 1.10% 1.08% 1.07% 1.33%# 1.44%+ Portfolio turnover rate 129% 103% 62% 49% 51% 129% 103% Net assets at end of period (in 000's) $36,604 $38,146 $22,338 $31,243 $36,015 $16,098 $4,441 </Table> <Table> (a) Commencement of Operations. (b) Per Share data based on average shares outstanding during the period. (c) Total Return is not annualized. (d) Represents income earned for the year by the Initial Class share less service fee of 0.25%. # Includes fees paid indirectly which amounted to 0.01% of average net assets for the year ended December 31, 2004. + Annualized. </Table> MainStay VP Lord Abbett M- 260 Developing Growth Portfolio The notes to the financial statements are an integral part of, and should be read in conjunction with, the financial statements. NOTES TO FINANCIAL STATEMENTS NOTE 1 -- ORGANIZATION AND BUSINESS: MainStay VP Series Fund, Inc. (the "Fund") was incorporated under Maryland law on June 3, 1983. The Fund is registered under the Investment Company Act of 1940, as amended ("Investment Company Act"), as an open-end diversified management investment company. The Portfolios commenced operations on the dates indicated below: <Table> <Caption> COMMENCEMENT OF OPERATIONS PORTFOLIOS July 2, 2001 Mid Cap Core, Mid Cap Growth, Mid Cap Value (formerly Equity Income Portfolio) and Small Cap Growth Portfolios --------------------------------------------------------- May 1, 1998 American Century Income & Growth, Dreyfus Large Company Value, Eagle Asset Management Growth Equity and Lord Abbett Developing Growth Portfolios --------------------------------------------------------- October 1, 1996 Convertible Portfolio --------------------------------------------------------- May 1, 1995 High Yield Corporate Bond, International Equity and Value Portfolios --------------------------------------------------------- January 29, 1993 Capital Appreciation, Cash Management, Government, S&P 500 Index (formerly Indexed Equity Portfolio) and Total Return Portfolios --------------------------------------------------------- January 23, 1984 Bond and Common Stock (formerly Growth Equity Portfolio) Portfolios </Table> The Portfolios (each separately a "Portfolio") are separate Portfolios of the Fund. Shares of the Portfolios are currently offered only to New York Life Insurance and Annuity Corporation ("NYLIAC"), a wholly-owned subsidiary of New York Life Insurance Company ("New York Life"). NYLIAC allocates shares of the Portfolios to, among others, NYLIAC Variable Annuity Separate Accounts-I, II and III, VUL Separate Account-I and CSVUL Separate Account-I (collectively "Separate Accounts"). The Separate Accounts are used to fund flexible premium deferred variable annuity and variable life insurance policies. On May 13, 2003, the Fund's Board of Directors adopted a Multiple Class Plan under which the existing shares of each of the Fund's Portfolios, except the Cash Management Portfolio, were re-classified as Initial Class shares, and a second class of shares, the Service Class, was established. The classes differ in that, pursuant to a plan adopted in accordance with Rule 12b-1 under the Investment Company Act, Service Class shares pay a combined distribution and service fee of 0.25% of average daily net assets to the distributor of its shares. Effective June 2, 2003, new shareholders of the Portfolios are permitted to invest only in the Service Class shares, however, existing Initial Class shareholders are permitted to continue investing in the Initial Class shares. The Service Class of each Portfolio commenced operations on the dates indicated below: <Table> <Caption> COMMENCEMENT OF OPERATIONS PORTFOLIOS June 13, 2003 American Century Income & Growth Portfolio --------------------------------------------------------- June 6, 2003 Eagle Asset Management Growth Equity Portfolio --------------------------------------------------------- June 5, 2003 Capital Appreciation, Common Stock, Convertible, International Equity, Mid Cap Core, Mid Cap Growth, Mid Cap Value, S&P 500 Index, Small Cap Growth, Dreyfus Large Company Value and Lord Abbett Developing Growth Portfolios --------------------------------------------------------- June 4, 2003 Bond, Government, High Yield Corporate Bond, Total Return and Value Portfolios </Table> The investment objectives for each of the Portfolios of the Fund are as follows: BOND: to seek the highest income over the long term consistent with preservation of principal. CAPITAL APPRECIATION: to seek long-term growth of capital. Dividend income, if any, is an incidental consideration. CASH MANAGEMENT: to seek as high a level of current income as is considered consistent with the preservation of capital and liquidity. COMMON STOCK: to seek long-term growth of capital, with income as a secondary consideration. CONVERTIBLE: to seek capital appreciation together with current income. GOVERNMENT: to seek a high level of current income, consistent with safety of principal. HIGH YIELD CORPORATE BOND: to maximize current income through investment in a diversified portfolio of high yield, high risk debt securities which are ordinarily in the lower rating categories of recognized rating agencies (that is, rated Baa to B by Moody's or BBB to B by S&P). Capital appreciation is a secondary objective. INTERNATIONAL EQUITY: to seek long-term growth of capital by investing in a portfolio consisting primarily of non-U.S. equity securities. Current income is a secondary objective. MID CAP CORE: to seek long-term growth of capital. MID CAP GROWTH: to seek long-term growth of capital. MID CAP VALUE: to realize maximum long-term total return from a combination of capital appreciation and income. S&P 500 INDEX: to seek to provide investment results that correspond to the total return performance (and reflect reinvestment of dividends) of publicly traded common stocks represented by the S&P 500 Index. www.mainstayfunds.com M- 261 NOTES TO FINANCIAL STATEMENTS (CONTINUED) SMALL CAP GROWTH: to seek long-term capital appreciation. TOTAL RETURN: to realize current income consistent with reasonable opportunity for future growth of capital and income. VALUE: to realize maximum long-term total return from a combination of capital growth and income. AMERICAN CENTURY INCOME & GROWTH: to seek dividend growth, current income and capital appreciation. DREYFUS LARGE COMPANY VALUE: to seek capital appreciation. EAGLE ASSET MANAGEMENT GROWTH EQUITY: to seek growth through long-term capital appreciation. LORD ABBETT DEVELOPING GROWTH: to seek long-term growth of capital through a diversified and actively-managed portfolio consisting of developing growth companies, many of which are traded over the counter. High Yield Corporate Bond Portfolio invests primarily in high yield bonds (sometimes called "junk bonds"), which are generally considered speculative because they present a greater risk of loss, including default, than higher quality debt securities. These securities pay a premium--a high interest rate or yield--because of the increased risk of loss. These securities can also be subject to greater price volatility. The ability of issuers of debt securities held by the Portfolios to meet their obligations may be affected by economic developments in a specific industry or region. There are certain risks involved in investing in foreign securities that are in addition to the usual risks inherent in domestic instruments. These risks include those resulting from future adverse political and economic developments and possible imposition of currency exchange blockages or other foreign governmental laws or restrictions. Foreign securities may also be less liquid and more volatile than U.S. securities. There may also be difficulty in invoking legal protections across borders. In addition, investment in emerging market countries presents risks in greater degree than those presented by investment in foreign issuers in countries with developed securities markets and more advanced regulatory systems. NOTE 2 -- SIGNIFICANT ACCOUNTING POLICIES: Each Portfolio prepares its financial statements in accordance with generally accepted accounting principles and follows the significant accounting policies described below: (A) SECURITIES VALUATION. Equity securities are valued at the latest quoted sales prices as of the close of trading on the New York Stock Exchange (generally 4:00 p.m. Eastern time) on the valuation date; such securities not traded on the valuation date are valued at the mean of the latest quoted bid and asked prices. Prices are taken from the primary market in which each security trades. Debt securities are valued at prices supplied by a pricing agent or brokers selected by the Fund's Administrator, whose prices reflect broker/dealer supplied valuations and electronic data processing techniques, if such prices are deemed by the Fund's Administrator to be representative of market values at the regular close of business of the Exchange. Options and futures contracts are valued at the last sale price on the market where such options or futures contracts are principally traded. Foreign currency forward contracts are valued at their fair market values determined on the basis of the mean between the last current bid and asked prices based on dealer or exchange quotations. Temporary cash investments acquired over 60 days to maturity are valued using the latest bid prices or using valuations based on a matrix system (which considers such factors as security prices, yields, maturities, and ratings), both as furnished by independent pricing services. Other temporary cash investments are valued at amortized cost, which approximates market value. Portfolio securities of Cash Management Portfolio are valued at their amortized cost. Securities for which market quotations are not readily available are valued by methods deemed by the Board of Directors to represent fair value. Reasons for which securities may be valued in this manner include, but are not limited to, trading for a security has been halted or suspended, a security has been de-listed from a national exchange, or trading on a security's primary market is temporarily closed at a time when under normal conditions it would be open. At December 31, 2004, the High Yield Corporate Bond and Convertible Portfolios held securities with values of $3,540,554 and $66 respectively, that were valued in such manner. Certain events may occur between the time that foreign markets close, on which securities held by the International Equity Portfolio principally trade, and the time at which the Portfolio's NAVs are calculated. These events may include, but are not limited to, situations relating to a single issue in a market sector, significant fluctuations in U.S. or foreign markets, natural disasters, armed conflicts, governmental actions or other developments not tied directly to the securities markets. Should the Administrator or Adviser/Sub-Advisers conclude that such events may have affected the accuracy of the last price reported on the local foreign market, the Administrator or Adviser/Sub-Adviser may, pursuant to procedures adopted by the Portfolio's Board of Directors, adjust the value of the local price to reflect the impact on the price of such securities as a result of such events. (B) SECURITY TRANSACTIONS AND INVESTMENT INCOME. Each Portfolio records security transactions on the trade date. Realized gains and losses on security transactions are determined using the identified cost method. Dividend income is recognized on the ex-dividend date and interest income is accrued as earned. Discounts and premiums on securities, other than short-term securities, purchased for all Portfolios are accreted and amortized, respectively, on the constant yield method M- 262 MainStay VP Series Fund, Inc. over the life of the respective securities or, in the case of a callable security, over the period to the first date of call. Discounts and premiums on short-term securities are accreted and amortized, respectively, on the straight line method. Investment income and realized and unrealized gains and losses on investments of each Portfolio are allocated to separate classes of shares based upon their relative net assets on the date the income is earned or realized and unrealized gains and losses are incurred. (C) FOREIGN CURRENCY FORWARD CONTRACTS. A foreign currency forward contract is an agreement to buy or sell currencies of different countries on a specified future date at a specified rate. During the period the forward contract is open, changes in the value of the contract are recognized as unrealized gains or losses by "marking to market" such contract on a daily basis to reflect the market value of the contract at the end of each day's trading. When the forward contract is closed, the Portfolio records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the Portfolio's basis in the contract. The High Yield Corporate Bond and International Equity Portfolios enter into foreign currency forward contracts in order to hedge their foreign currency denominated investments and receivables and payables against adverse movements in future foreign exchange rates. The use of foreign currency forward contracts involves, to varying degrees, elements of market risk in excess of the amount recognized in the Statement of Assets and Liabilities. The contract amount reflects the extent of the Portfolio's involvement in these financial instruments. Risks arise from the possible movements in the foreign exchange rates underlying these instruments. The unrealized appreciation on forward contracts reflects the Portfolio's exposure at valuation date to credit loss in the event of a counterparty's failure to perform its obligations. (See Note 7) (D) FUTURES CONTRACTS. A futures contract is an agreement to purchase or sell a specified quantity of an underlying instrument at a specified future date and price, or to make or receive a cash payment based on the value of a securities index, foreign currency or interest rate. During the period the futures contract is open, changes in the value of the contract are recognized as unrealized gains or losses by "marking to market" such contract on a daily basis to reflect the market value of the contract at the end of each day's trading. The Portfolio agrees to receive from or pay to the broker an amount of cash equal to the daily fluctuation in the value of the contract. Such receipts or payments are known as "variation margin". When the futures contract is closed, the Portfolio records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the Portfolio's basis in the contract. The S&P 500 Index Portfolio invests in stock index futures contracts to gain full exposure to changes in stock market prices to fulfill its investment objectives. The use of futures contracts involves, to varying degrees, elements of market risk in excess of the amount recognized in the Statement of Assets and Liabilities. The contract or notional amounts and variation margin reflect the extent of the Portfolio's involvement in open futures positions. Risks arise from the possible imperfect correlation in movements in the price of futures contracts and the underlying hedged assets, and the possible inability of counterparties to meet the terms of their contracts. However, the Portfolio's activities in futures contracts are conducted through regulated exchanges which minimize counterparty credit risks. (E) REPURCHASE AGREEMENTS. The Portfolios' custodian takes possession of the collateral pledged for investments in repurchase agreements. The underlying collateral is valued daily on a mark-to-market basis to determine that the value, including accrued interest, exceeds the repurchase price. In the event of the seller's default of the obligation to repurchase, the Portfolio has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. Under certain circumstances, in the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral may be subject to legal proceedings. (F) FOREIGN CURRENCY TRANSACTIONS. The books and records of the Portfolios are kept in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the mean between the buying and selling rates last quoted by any major U.S. bank at the following dates: (i) market value of investment securities, other assets and liabilities -- at the valuation date, (ii) purchases and sales of investment securities, income and expenses -- at the date of such transactions. The assets and liabilities of High Yield Corporate Bond and International Equity Portfolios are presented at the exchange rates and market values at the end of the year. The realized and unrealized changes in net assets arising from fluctuations in exchange rates and market prices of securities are not separately presented. Accordingly, gains and losses from foreign currency transactions are included in the reported net realized and unrealized gains (losses) on investment transactions. Net realized gain (loss) on foreign currency transactions represents net gains and losses on foreign currency forward contracts, net currency gains or losses realized as a result of differences between the amounts of securities sale proceeds or purchase cost, dividends, interest and withholding taxes recorded on the Portfolio's books and the U.S. dollar equivalent amount actually received or paid. www.mainstayfunds.com M- 263 NOTES TO FINANCIAL STATEMENTS (CONTINUED) Net currency gains or losses from valuing foreign currency denominated assets and liabilities, other than investments, at valuation date exchange rates are reflected in unrealized foreign exchange gains or losses. (See Note 7) (G) MORTGAGE DOLLAR ROLLS. Certain of the Portfolios may enter into mortgage dollar roll ("MDR") transactions in which they sell mortgage-backed securities ("MBS") to a counterparty from whom they simultaneously agree to buy a similar security on a delayed delivery basis. The MDR transactions of the Portfolios are classified as purchase and sale transactions. The securities sold in connection with the MDRs are removed from the portfolio and a realized gain or loss is recognized. The securities the Portfolios have agreed to acquire are included at market value in the Portfolio of Investments and liabilities for such purchase commitments are included as payables for investments purchased. The Portfolios maintain a segregated account containing securities from the respective portfolios having a value not less than the repurchase price, including accrued interest. MDR transactions involve certain risks, including the risk that the MBS returned to the Portfolios at the end of the roll could be inferior to what was initially sold to the counterparty. (H) SECURITIES LENDING. The Portfolios may lend their securities to broker-dealers and financial institutions. The loans are collateralized by cash or securities at least equal at all times to the market value of the securities loaned. The Portfolios may bear the risk of delay in recovery of, or loss of rights in, the securities loaned should the borrower of the securities experience financial difficulty. The Portfolios receive compensation for lending their securities in the form of fees or they retain a portion of interest on the investment of any cash received as collateral. The Portfolios also continue to receive interest and dividends on the securities loaned, and any gain or loss in the market price of the securities loaned that may occur during the term of the loan will be for the account of the Portfolios. (See Note 7) (I) PURCHASED AND WRITTEN OPTIONS. Certain Portfolios may write covered call and put options on their portfolio securities or foreign currencies. Premiums are received and are recorded as liabilities. The liabilities are subsequently adjusted to reflect the current value of the options written. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are canceled in closing purchase transactions are added to the proceeds or netted against the amount paid on the transaction to determine the realized gain or loss. By writing a covered call option, in exchange for the premium, a Portfolio foregoes the opportunity for capital appreciation above the exercise price should the market price of the underlying security or foreign currency increase. By writing a covered put option, a Portfolio, in exchange for the premium, accepts the risk of a decline in the market value of the underlying security or foreign currency below the exercise price. A call option may be covered by the call writer's owning the underlying security throughout the option period. A call option may also be covered by the call writer's maintaining liquid assets valued at greater than the exercise price of the call written, in a segregated account with its custodian. When writing a covered call option, the Portfolios, in return for the premium on the option, give up the opportunity to profit from a price increase in the underlying securities above the exercise price, but, as long as the obligation as a writer continues, have retained the risk of loss should the price of the underlying security decline. After writing a put option, a Portfolio may incur a loss equal to the difference between the exercise price of the option and the sum of the market value of the underlying security plus the premium received from the sale of the option. Certain Portfolios may purchase call and put options on their portfolio securities or foreign currencies. A Portfolio may purchase call options to protect against an increase in the price of the security or foreign currency it anticipates purchasing. A Portfolio may purchase put options on its securities or foreign currencies to protect against a decline in the value of the security or foreign currency or to close out covered written put positions. Risks may arise from an imperfect correlation between the change in market value of the securities or foreign currencies held by the Portfolio and the prices of options relating to the securities or foreign currencies purchased or sold by the Portfolio and from the possible lack of a liquid secondary market for an option. The maximum exposure to loss for any purchased option is limited to the premium initially paid for the option. (See Note 7) (J) LOAN PARTICIPATIONS, COMMITMENTS AND BRIDGE LOANS. The High Yield Corporate Bond and Total Refund Portfolios invest in loan commitments, loan participations and bridge loans. Loan commitments, loan participations and bridge loans are agreements to make money available to a borrower in a specified amount, at a specified rate and within a specified time. The Portfolio records an investment when the borrower withdraws money and records interest as earned. The unfunded amounts are recorded in memorandum accounts. The Portfolio assumes the credit risk of the Borrower, the Selling Participant and any other persons interpositioned between the Portfolio and the Borrower ("Intermediate Participants"). (K) FEDERAL INCOME TAXES. Each of the Portfolios is treated as a separate entity for federal income tax purposes. The Fund's policy is to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of the taxable income to the shareholders of each Portfolio within the allowable time limits. Therefore, no federal income or excise tax provision is required. M- 264 MainStay VP Series Fund, Inc. Investment income received by a Portfolio from foreign sources may be subject to foreign income taxes. These foreign income taxes are withheld at the source. (L) DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions are recorded on the ex-dividend date. For Cash Management Portfolio, dividends are declared daily and paid monthly and capital gain distributions, if any, are declared and paid annually. Each of the other Portfolios intends to declare and pay, as a dividend, substantially all of their net investment income and net realized gains no less frequently than once a year. Income dividends and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from generally accepted accounting principles. These "book/tax differences" are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the capital accounts based on their federal tax basis treatment; temporary differences do not require reclassification. (M) EXPENSES. Expenses with respect to the Fund are allocated to the individual Portfolios in proportion to the net assets of the respective Portfolios when the expenses are incurred except where direct allocations of expenses can be made. Expenses (other than expenses incurred under the Distribution and Service Plan) are allocated to separate classes of shares based upon their relative net assets on the date the expenses are accrued. The expenses borne by the Fund, including those of related parties to the Fund, are shown on each Portfolio's Statement of Operations. (N) USE OF ESTIMATES. The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. NOTE 3 -- FEES AND RELATED PARTY TRANSACTIONS: (A) INVESTMENT ADVISORY, SUB-ADVISORY AND ADMINISTRATION FEES. New York Life Investment Management LLC ("NYLIM"), an indirect wholly-owned subsidiary of New York Life, serves as investment adviser to the Fund under an Investment Advisory Agreement. Bond, Common Stock, Mid Cap Core and S&P 500 Index Portfolios are advised by NYLIM. MacKay Shields, a registered investment adviser and an indirect wholly-owned subsidiary of New York Life, serves as sub-adviser to Capital Appreciation, Cash Management, Convertible, Government, High Yield Corporate Bond, International Equity, Mid Cap Growth, Mid Cap Value, Small Cap Growth, Total Return and Value Portfolios, under a Sub-Advisory Agreement with NYLIM. Pursuant to a Sub-Advisory Agreement with NYLIM, American Century Investment Management, Inc. serves as sub-adviser to the American Century Income & Growth Portfolio; The Dreyfus Corporation serves as sub-adviser to the Dreyfus Large Company Value Portfolio; Eagle Asset Management, Inc. serves as sub-adviser to the Eagle Asset Management Growth Equity Portfolio; and Lord Abbett & Co. serves as sub-adviser to the Lord Abbett Developing Growth Portfolio. NYLIM also serves as administrator for the Fund. NYLIM provides offices and conducts clerical, recordkeeping and bookkeeping services, and keeps most of the financial and accounting records required to be maintained by the Portfolios. The Fund, on behalf of each Portfolio, paid the Adviser and Administrator a monthly fee for the services performed and the facilities furnished at an approximate annual rate of the average daily net assets of each Portfolio as follows: <Table> <Caption> ADVISER ADMINISTRATOR Bond Portfolio 0.25% 0.20% - --------------------------------------------------------- Capital Appreciation Portfolio 0.36% 0.20% - --------------------------------------------------------- Cash Management Portfolio 0.25% 0.20% - --------------------------------------------------------- Common Stock Portfolio 0.25% 0.20% - --------------------------------------------------------- Convertible Portfolio 0.36% 0.20% - --------------------------------------------------------- Government Portfolio 0.30% 0.20% - --------------------------------------------------------- High Yield Corporate Bond Portfolio 0.30% 0.20% - --------------------------------------------------------- International Equity Portfolio 0.60% 0.20% - --------------------------------------------------------- Mid Cap Core Portfolio 0.85%* 0.00% - --------------------------------------------------------- Mid Cap Growth Portfolio 0.75%* 0.00% - --------------------------------------------------------- Mid Cap Value Portfolio 0.70%* 0.00% - --------------------------------------------------------- S&P 500 Index Portfolio** 0.10% 0.20% - --------------------------------------------------------- Small Cap Growth Portfolio*** 1.00%* 0.00% - --------------------------------------------------------- Total Return Portfolio 0.32% 0.20% - --------------------------------------------------------- Value Portfolio 0.36% 0.20% - --------------------------------------------------------- American Century Income & Growth Portfolio 0.50% 0.20% - --------------------------------------------------------- Dreyfus Large Company Value Portfolio 0.60% 0.20% - --------------------------------------------------------- Eagle Asset Management Growth Equity Portfolio 0.50% 0.20% - --------------------------------------------------------- Lord Abbett Developing Growth Portfolio 0.60% 0.20% - --------------------------------------------------------- </Table> * This fee reflects Management fees, which includes both Advisory fees and Administrative fees. ** Effective January 1, 2005, the Fund will pay the Adviser 0.10% of the Portfolio's average daily net assets up to $1 billion and 0.075% on assets in excess of $1 billion. *** Effective January 1, 2005, the Fund pays the Adviser a monthly fee at an annual rate of 0.90% of the average daily net assets. www.mainstayfunds.com M- 265 NOTES TO FINANCIAL STATEMENTS (CONTINUED) Pursuant to the terms of the Sub-Advisory Agreements between NYLIM and the sub-advisers, NYLIM pays the sub-advisers a monthly fee at an annual rate of average daily net assets of that Portfolio as follows: <Table> Capital Appreciation Portfolio 0.36% - ---------------------------------------------------------- Cash Management Portfolio 0.25% - ---------------------------------------------------------- Convertible Portfolio 0.36% - ---------------------------------------------------------- Government Portfolio 0.30% - ---------------------------------------------------------- High Yield Corporate Bond Portfolio 0.30% - ---------------------------------------------------------- International Equity Portfolio 0.60% - ---------------------------------------------------------- Mid Cap Growth Portfolio 0.38% - ---------------------------------------------------------- Mid Cap Value Portfolio 0.35% - ---------------------------------------------------------- Small Cap Growth Portfolio 0.50% - ---------------------------------------------------------- Total Return Portfolio 0.32% - ---------------------------------------------------------- Value Portfolio 0.36% - ---------------------------------------------------------- American Century Income & Growth Portfolio 0.40%* - ---------------------------------------------------------- Dreyfus Large Company Value Portfolio 0.45%** - ---------------------------------------------------------- Eagle Asset Management Growth Equity Portfolio 0.40%*** - ---------------------------------------------------------- Lord Abbett Developing Growth Portfolio 0.50% - ---------------------------------------------------------- </Table> * On assets up to $100 million; 0.35% on assets from $100 million to $200 million; 0.30% on assets over $200 million. ** On assets up to $250 million; 0.40% on assets over $250 million. *** On assets up to $200 million; 0.30% on assets over $200 million. NYLIM has voluntarily agreed to assume the operating expenses of Mid Cap Core, Mid Cap Growth, Mid Cap Value and Small Cap Growth Portfolios, which on an annualized basis exceed the percentages of average daily net assets indicated below. Also listed below are the amounts NYLIM reimbursed the Portfolios for the year ended December 31, 2004. It was not necessary for NYLIM to reimburse Mid Cap Growth Portfolio and Mid Cap Value Portfolio for expenses for the year ended December 31, 2004. This agreement may be terminated by NYLIM at any time. The amounts of expense reimbursements/waivers for the period will not be repaid to the Adviser or Subadviser in subsequent fiscal years. <Table> <Caption> EXPENSE AMOUNT OF CAP REIMBURSEMENT Mid Cap Core Portfolio 0.98% $ 64,736 - ------------------------------------------------------- Mid Cap Growth Portfolio 0.97% -- - ------------------------------------------------------- Mid Cap Value Portfolio 0.89% -- - ------------------------------------------------------- Small Cap Growth Portfolio 0.95% 245,558 - ------------------------------------------------------- </Table> In addition, effective January 1, 2005, NYLIM has voluntarily agreed to waive its advisory fee for Dreyfus Large Company Value Portfolio by 0.05%. In addition, NYLIM has voluntarily agreed to assume the operating expenses of the Lord Abbett Developing Growth Portfolio to the extent that they exceed 1.15% of the average daily net assets of the Portfolio. (B) PAYMENTS BY AFFILIATES. In July 2004 it was determined that the Fund's SAI contained inconsistent non-fundamental restrictions for certain Portfolios addressing investments in shares of other investment companies including money market funds and whether advisory fees would be charged in connection with such investments. NYLIM conducted a review of the Portfolios' transactions in money market funds and concluded that the inconsistency did not impact any Portfolio's NAV by $0.01 or more. NYLIM reimbursed the Portfolios affected as follows: Capital Appreciation $33,656, Cash Management $399, Convertible $17,587, Government $6,228, High Yield Corporate Bond $58,744, Total Return $27,480, and Value $12,191. NYLIM has reimbursed each Portfolio. A supplement to the Fund's SAI was filed July 19, 2004 to reflect the August 1998 approval of each Portfolio's ability to purchase the securities of other investment companies as permitted by the Investment Company Act of 1940. Additionally, it was also determined that the International Equity Portfolio had not complied with a non-fundamental restriction that permitted investments in money market funds with the deduction of advisory fees on investments in such shares. NYLIM determined that the Portfolio's investment in money market funds from February 2000 - July 2000 without applying advisory fees properly resulted in an overcharge to the Portfolio in the amount of $26,489. MacKay Shields waived this amount, plus interest for a total of $26,819, to the Portfolio. These amounts are included in the Statement of Operations as a waiver/reimbursement from the Adviser. These reimbursements had no material impact on expense or the net investment income ratios included in the Financial Highlights, except for 0.02%, respectively, in the International Equity Portfolio. NYLIM also determined that the Common Stock Portfolio had not complied with a non-fundamental restriction with respect to investing in other investment companies, since March 3, 2004. NYLIM has liquidated these investments and has calculated the net loss to the Portfolio to be $160,608. NYLIM has reimbursed this amount to the Portfolio. Additionally, the Adviser or Subadviser reimbursed the International Equity, Mid Cap Core and Total Return Portfolios in the amount of $25,426, $990 and $765 for a loss incurred due to a trading error. These amounts are included in the Statement of Operations for the year ended December 31, 2004 as net increase from payment by affiliate for loss on the disposal of investment in violation of restrictions. These amounts had no material effect on the total returns of the Portfolios. M- 266 MainStay VP Series Fund, Inc. (C) DISTRIBUTOR. NYLIFE Distributors Inc. ("NYLIFE Distributors"), an indirect wholly-owned subsidiary of New York Life, serves as distributor (the "Distributor") to the Service Class shares of all Portfolios offering such shares, pursuant to a Distribution and Service Agreement. (D) DISTRIBUTION AND SERVICE FEES. With respect to the Service Class shares of all Portfolios, except Cash Management Portfolio, the Fund has adopted a Distribution and Service Plan in accordance with the provisions of Rule 12b-1 under the Investment Company Act. Under the Distribution and Service Plan, the Distributor has agreed to provide, through its affiliates or independent third parties, various distribution-related, shareholder and administrative support services to Service Class shareholders. For its services, the Distributor is entitled to a combined distribution and service fee accrued daily and paid monthly at an annual rate of 0.25% of the average daily net assets attributable to the Service Class of each Portfolio. (E) NON-INTERESTED DIRECTORS FEES. Non-Interested Directors are paid an annual retainer of $35,000, $3,000 for each Board meeting attended, $2,000 for each Audit Committee meeting attended and $1,500 for each Valuation and Nominating Committee meeting attended, plus reimbursement for travel and other out-of-pocket expenses. The Audit Committee Chair receives an additional annual retainer of $12,000. The Fund allocates directors fees in proportion to the net assets of the respective Portfolios. (F) CAPITAL. At December 31, 2004, NYLIAC was the beneficial owner of shares of the following Portfolios with net asset values and percentages of net assets as follows: <Table> Mid Cap Core Portfolio $11,469,374 6.7% - ------------------------------------------------------- Mid Cap Growth Portfolio 11,188,812 5.7 - ------------------------------------------------------- Mid Cap Value Portfolio 12,355,897 3.7 - ------------------------------------------------------- Small Cap Growth Portfolio 10,499,677 6.5 - ------------------------------------------------------- Lord Abbett Developing Growth Portfolio 6,709,746 12.7 - ------------------------------------------------------- </Table> (G) OTHER. Fees for the cost of legal services provided to the Fund by the Office of the General Counsel of NYLIM are charged to the Portfolios in proportion to the net assets of the respective Portfolio. For the year ended December 31, 2004 these fees, which are included in Professional fees shown on the Statement of Operations, are as follows: <Table> Bond Portfolio $18,492 - ----------------------------------------------------------- Capital Appreciation Portfolio 37,465 - ----------------------------------------------------------- Cash Management Portfolio 12,861 - ----------------------------------------------------------- Common Stock Portfolio 34,842 - ----------------------------------------------------------- Convertible Portfolio 13,597 - ----------------------------------------------------------- Government Portfolio 12,557 - ----------------------------------------------------------- High Yield Corporate Bond Portfolio 50,158 - ----------------------------------------------------------- International Equity Portfolio 6,316 - ----------------------------------------------------------- Mid Cap Core Portfolio 4,781 - ----------------------------------------------------------- Mid Cap Growth Portfolio 6,238 - ----------------------------------------------------------- Mid Cap Value Portfolio 10,045 - ----------------------------------------------------------- S&P 500 Index Portfolio 52,357 - ----------------------------------------------------------- Small Cap Growth Portfolio 5,466 - ----------------------------------------------------------- Total Return Portfolio 21,441 - ----------------------------------------------------------- Value Portfolio 20,783 - ----------------------------------------------------------- American Century Income & Growth Portfolio 3,291 - ----------------------------------------------------------- Dreyfus Large Company Value Portfolio 3,341 - ----------------------------------------------------------- Eagle Asset Management Growth Equity Portfolio 5,681 - ----------------------------------------------------------- Lord Abbett Developing Growth Portfolio 1,879 - ----------------------------------------------------------- </Table> NOTE 4 -- RESTRICTED SECURITIES: A restricted security is a security which has been purchased through a private offering and cannot be resold to the general public without prior registration under the Securities Act of 1933. The High Yield Corporate Bond and Total Return Portfolios do not have the right to demand that such securities be registered. Disposal of these securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult. HIGH YIELD CORPORATE BOND PORTFOLIO Restricted securities held at December 31, 2004: <Table> <Caption> PRINCIPAL DATE(S) OF AMOUNT/ 12/31/04 PERCENT OF SECURITY ACQUISITION SHARES COST VALUE NET ASSETS Amkor Technology, Inc. 2nd Lien Term Loan 6.86%, due 10/27/10 10/29/04 $ 5,000,000 $ 5,000,000 $ 5,208,335 0.4% - -------------------------------------------------------------------------------------------------------------------------------- Calpine Gilroy, L.P. 10.00%, due 9/30/14 11/26/03 5,113,119 5,125,755 5,113,119 0.4 - -------------------------------------------------------------------------------------------------------------------------------- </Table> www.mainstayfunds.com M- 267 NOTES TO FINANCIAL STATEMENTS (CONTINUED) HIGH YIELD CORPORATE BOND PORTFOLIO (CONTINUED) Restricted securities held at December 31, 2004 (continued): <Table> <Caption> PRINCIPAL DATE(S) OF AMOUNT/ 12/31/04 PERCENT OF SECURITY ACQUISITION SHARES COST VALUE NET ASSETS Colorado Prime Corp. Preferred Stock 5/6/97-11/10/99 1,395 $ 5,090,593 $ 14 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- Globix Corp. Common Stock 10/15/02 236,469 $ 59,922 $ 611,864 0.0%(a) - -------------------------------------------------------------------------------------------------------------------------------- Goodyear Tire & Rubber Co. (The) Bank debt, Term Loan 7.03%, due 3/31/06 2/25/04-3/11/04 $ 4,800,000 4,787,622 4,860,000 0.3 2nd Lien Note 11.00%, due 3/1/11 3/12/04 10,945,000 10,885,153 12,723,563 0.9 - -------------------------------------------------------------------------------------------------------------------------------- Graham Packaging Co., Inc. Term Loan C 6.813%, due 4/7/12 10/1/04 1,000,000 1,000,000 1,024,500 0.1 - -------------------------------------------------------------------------------------------------------------------------------- Haights Cross Communications, Inc. Preferred Stock 16.00%, Class B 1/22/04 91,000 4,233,413 4,777,500 0.3 Warrants 1/22/04 91 1 1 0.0(a) Warrants, Preferred Class A 1/22/04 86,850 869 868 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- Jostens IH Corp. Secured Term Loan C 4.67%, due 10/4/11 10/8/04 1,000,000 1,000,000 1,006,429 0.1 - -------------------------------------------------------------------------------------------------------------------------------- Mirant Corp. Bank debt, Revolver 5 4.65%, due 7/15/05 12/19/03 1,262,754 1,059,276 956,536 0.0(a) Bank debt, Revolver 1 4.75%, due 1/15/05 4/21/03 1,480,000 1,226,193 1,042,660 0.1 - -------------------------------------------------------------------------------------------------------------------------------- Morris Material Handling, Inc. Common Stock 3/11/99-10/30/01 9,371 4,919 49,666 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- NEON Communications, Inc. Common Stock 9/11/03 367,043 325,137 458,804 0.0(a) Convertible Preferred Stock 12.00% 12/3/03 39,998 445,581 449,977 0.0(a) Warrants 9/11/03 367,043 325,137 3,670 0.0(a) Warrants, Class A 12/3/02 200,064 2,001 250,080 0.0(a) Warrants, Redeemable Preferred 12/3/02 240,062 2,401 2,401 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- North Atlantic Trading Co. Inc. Common Stock 4/21/04 2,418 24 24 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- Pacific & Atlantic (Holdings), Inc. Convertible Preferred Stock 7.50%, Class A 5/21/98-10/30/03 14,496 145 145 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- Qwest Corp. Bank debt, Term Loan 6.95%, due 6/30/10 6/12/03 4,250,000 4,144,574 4,347,750 0.3 - -------------------------------------------------------------------------------------------------------------------------------- Skilled Healthcare Group, Inc. Common Stock 9/4/03 1,691 17 27,056 0.0(a) - -------------------------------------------------------------------------------------------------------------------------------- $ 44,718,733 $42,914,962 2.9% - -------------------------------------------------------------------------------------------------------------------------------- </Table> (a) Less than one tenth of a percent. M- 268 MainStay VP Series Fund, Inc. TOTAL RETURN PORTFOLIO Restricted security held at December 31, 2004: <Table> <Caption> DATE OF PRINCIPAL 12/31/04 PERCENT OF SECURITY ACQUISITION AMOUNT COST VALUE NET ASSETS Goodyear Tire & Rubber Co. (The) 11.00%, due 3/1/11 6/23/04 $ 160,000 $ 174,811 $ 186,000 0.0%(a) - --------------------------------------------------------------------------------------------------------------------------------- </Table> (a) Less than one tenth of a percent. NOTE 5 -- FEDERAL INCOME TAX: The following table discloses the current year reclassifications between accumulated undistributed net investment income (loss), accumulated undistributed net realized gain (loss) on investments, accumulated undistributed net realized gain (loss) on foreign currency transactions and paid-in capital arising from permanent differences; net assets at December 31, 2004, are not affected. <Table> <Caption> ACCUMULATED UNDISTRIBUTED ACCUMULATED NET REALIZED ACCUMULATED UNDISTRIBUTED GAIN (LOSS) UNDISTRIBUTED NET REALIZED ON FOREIGN NET INVESTMENT GAIN (LOSS) ON CURRENCY ADDITIONAL INCOME (LOSS) INVESTMENTS TRANSACTIONS PAID-IN CAPITAL Bond Portfolio $ 785,450 $ (785,450) $ 0 $ 0 Common Stock Portfolio (68,398) 68,398 0 0 Convertible Portfolio 346,519 (339,738) 0 (6,781) Eagle Asset Management Growth Equity Portfolio (423) 3,979 0 (3,556) Government Portfolio 944,069 (944,069) 0 0 High Yield Corporate Bond Portfolio 2,692,203 0 (2,692,203) 0 International Equity Portfolio 224,531 (3,437) (224,531) 3,437 Mid Cap Growth Portfolio 569,901 0 0 (569,901) Mid Cap Value Portfolio 97,454 (97,454) 0 0 S&P 500 Index Portfolio (105,666) 105,666 0 0 Small Cap Growth Portfolio 883,108 0 0 (883,108) Total Return Portfolio 64,047 (62,435) (1,612) 0 American Century Income & Growth Portfolio (6,653) 21,588 0 (14,935) Lord Abbett Developing Growth Portfolio 436,728 0 0 (436,728) - ------------------------------------------------------------------------------------------------------------------------------- </Table> The reclassifications for the Portfolios are primarily due to foreign currency gain (loss), reclassification of distributions, paydown gain (loss), real estate investment trusts gain (loss), premium amortization adjustments and net operating losses. Dividends to shareholders from net investment income and distributions to shareholders from net realized gains shown in the Statement of Changes in Net Assets for the year ended December 31, 2004 and December 31, 2003 represent tax-based distributions of ordinary income and net long-term capital gain, respectively, except for the Portfolios for which the tax components of the distributions are shown below. <Table> <Caption> 2004 2003 --------------------------------------- --------------------------------------- TAX-BASED TAX-BASED TAX-BASED TAX-BASED DISTRIBUTIONS FROM DISTRIBUTIONS FROM DISTRIBUTIONS FROM DISTRIBUTIONS FROM ORDINARY INCOME LONG-TERM GAINS ORDINARY INCOME LONG-TERM GAINS Bond Portfolio $ 21,786,414 $ 433,360 $ 23,137,251 $ 9,893,531 Cash Management Portfolio 2,966,632 0 3,042,267 0 - ------------------------------------------------------------------------------------------------------------------------------ </Table> www.mainstayfunds.com M- 269 NOTES TO FINANCIAL STATEMENTS (CONTINUED) As of December 31, 2004, the components of accumulated gain (loss) on a tax basis were as follows: <Table> <Caption> ACCUMULATED UNREALIZED TOTAL ORDINARY CAPITAL AND APPRECIATION ACCUMULATED INCOME OTHER LOSSES (DEPRECIATION)(A) GAIN (LOSS)(B) Bond Portfolio $ 230 $ 0 $ 5,638,753 $ 5,638,983 Capital Appreciation Portfolio 36,366 (274,459,971) 182,796,098 (91,627,507) Cash Management Portfolio 186 0 0 186 Common Stock Portfolio 20,370 (19,970,485) 66,934,221 46,984,106 Convertible Portfolio 1,550,474 (21,342,145) 24,193,503 4,401,832 Government Portfolio 13,079 (4,433,346) 2,636,744 (1,783,523) High Yield Corporate Bond Portfolio 782,675 (118,016,974) 87,476,896 (29,757,403) International Equity Portfolio 656,189 1,006,358 38,152,752 39,815,299 Mid Cap Core Portfolio 4,845,002 881,921 25,824,596 31,551,519 Mid Cap Growth Portfolio 0 (3,267,021) 48,162,069 44,895,048 Mid Cap Value Portfolio 57,116 5,022,070 50,155,653 55,234,839 S&P 500 Index Portfolio 126,715 (83,793,051) 208,376,308 124,709,972 Small Cap Growth Portfolio 0 2,401,910 25,475,089 27,876,999 Total Return Portfolio 54,570 (14,364,516) 52,536,994 38,227,048 Value Portfolio 52,501 (23,461,365) 75,946,337 52,537,473 American Century Income & Growth Portfolio 0 (3,979,568) 6,989,878 3,010,310 Dreyfus Large Company Value Portfolio 7,148 (4,193,323) 11,047,817 6,861,642 Eagle Asset Management Growth Equity Portfolio 0 (113,514,606) 6,996,576 (106,518,030) Lord Abbett Developing Growth Portfolio 0 (7,520,464) 5,844,599 (1,675,865) - --------------------------------------------------------------------------------------------------------------------------- </Table> (a) The difference between book-basis and tax-basis unrealized appreciation (depreciation) is primarily due to wash sale loss deferrals, premium amortization, real estate investment trust, and other basis adjustments and mark-to-market of futures contracts. (b) The difference between book-basis and tax-basis components of accumulated gain/(loss) is attributable primarily to Interest Write-Offs and Post-October loss deferrals. At December 31, 2004, for federal income tax purposes, capital loss carryforwards, as shown in the table below, were available to the extent provided by regulations to offset future realized gains of each respective Portfolio through the years indicated. To the extent that these loss carryforwards are used to offset future capital gains, it is probable that the capital gains so offset will not be distributed to shareholders. Additionally, as shown in the table below, certain Portfolios intend to elect, to the extent provided by regulations, to treat certain qualifying capital losses that arose after October 31, 2004 as if they arose on January 1, 2005. <Table> <Caption> CAPITAL LOSS CAPITAL LOSS AVAILABLE AMOUNT DEFERRED THROUGH (000'S) (000'S) Capital Appreciation 2009 $117,230 Portfolio 2010 97,959 2011 21,298 2012 37,973 - -------------------------------------------------------------- $274,460 $ 0 - -------------------------------------------------------------- Common Stock Portfolio 2010 $ 19,970 - -------------------------------------------------------------- $ 19,970 $ 0 - -------------------------------------------------------------- Convertible Portfolio 2009 $ 5,710 2010 15,632 - -------------------------------------------------------------- $ 21,342 $ 0 - -------------------------------------------------------------- </Table> <Table> <Caption> CAPITAL LOSS CAPITAL LOSS AVAILABLE AMOUNT DEFERRED THROUGH (000'S) (000'S) Government Portfolio 2007 $ 323 2008 1,870 2012 2,240 - -------------------------------------------------------------- $ 4,433 $ 0 - -------------------------------------------------------------- High Yield Corporate 2009 $ 31,452 Bond Portfolio 2010 24,586 2011 61,979 - -------------------------------------------------------------- $118,017 $ 0 - -------------------------------------------------------------- Mid Cap Growth Portfolio 2010 $ 407 2011 2,860 - -------------------------------------------------------------- $ 3,267 $ 0 - -------------------------------------------------------------- S&P 500 Index 2010 $ 66,906 Portfolio 2011 14,322 2012 1,933 - -------------------------------------------------------------- $ 83,161 $ 633 - -------------------------------------------------------------- Total Return Portfolio 2010 $ 14,365 - -------------------------------------------------------------- $ 14,365 $ 0 - -------------------------------------------------------------- Value Portfolio 2010 $ 14,975 2011 8,486 - -------------------------------------------------------------- $ 23,461 $ 0 - -------------------------------------------------------------- American Century Income & Growth 2010 $ 830 Portfolio 2011 3,150 - -------------------------------------------------------------- $ 3,980 $ 0 - -------------------------------------------------------------- </Table> M- 270 MainStay VP Series Fund, Inc. <Table> <Caption> CAPITAL LOSS CAPITAL LOSS AVAILABLE AMOUNT DEFERRED THROUGH (000'S) (000'S) Dreyfus Large Company Value 2010 $ 3,139 Portfolio 2011 1,054 - -------------------------------------------------------------- $ 4,193 $ 0 - -------------------------------------------------------------- Eagle Asset Management 2009 $ 74,767 Growth Equity 2010 37,086 Portfolio 2012 294 - -------------------------------------------------------------- $112,147 $ 1,368 - -------------------------------------------------------------- Lord Abbett 2008 $ 1,595 Developing Growth 2009 1,418 Portfolio 2010 3,082 2011 1,425 - -------------------------------------------------------------- $ 7,520 $ 0 - -------------------------------------------------------------- </Table> The Common Stock, Convertible, High Yield Corporate Bond, International Equity, Mid Cap Growth, Mid Cap Value, Small Cap Growth, Total Return, Value, American Century Income & Growth, Dreyfus Large Company Value and Lord Abbett Developing Growth Portfolios utilized $152,021,350, $13,841,755, $24,046,843, $6,757,715, $4,714,096, $2,503,257, $7,397,l76, $19,894,123, $31,465,931, $7,076,490, $4,943,295 and $1,811,823 respectively, of capital loss carryforwards during the year ended December 31, 2004. NOTE 6 -- COMMITMENTS AND CONTINGENCIES: As of December 31, 2004, the following Portfolios had unfunded loan commitments pursuant to the following loan agreements: HIGH YIELD CORPORATE BOND PORTFOLIO <Table> <Caption> UNFUNDED BORROWER COMMITMENT Intelsat Bridge Loan, due 3/16/05 $ 6,985,000 - -------------------------------------------------------- LNR Property Corp. 12,305,000 - -------------------------------------------------------- Mirant Corp., due 7/17/05 454,852 - -------------------------------------------------------- Warner Chilcott Bridge Loan, due 7/5/05 9,000,000 - -------------------------------------------------------- $28,744,852 - -------------------------------------------------------- </Table> TOTAL RETURN PORTFOLIO <Table> <Caption> UNFUNDED BORROWER COMMITMENT Intelsat Bridge Loan, due 3/16/05 $ 140,000 - -------------------------------------------------------- $ 140,000 - -------------------------------------------------------- </Table> These commitments are available until the maturity date of the respective security. NOTE 7 -- PORTFOLIO SECURITIES LOANED, FOREIGN CURRENCY FORWARD CONTRACTS, FOREIGN CURRENCY AND WRITTEN OPTIONS: As of December 31, 2004, the following Portfolios had securities on loan and received collateral as follows: <Table> <Caption> MARKET VALUE OF SECURITIES CASH NON-CASH PORTFOLIO ON LOAN COLLATERAL COLLATERAL Capital Appreciation $ 19,925,394 $ 20,527,195 $ -- - ----------------------------------------------------------------- Convertible 40,647,144 41,657,176 -- - ----------------------------------------------------------------- Government 49,474,223 51,172,863 100,154 - ----------------------------------------------------------------- High Yield 103,425,725 108,651,656 -- - ----------------------------------------------------------------- International Equity 8,373,357 8,742,217 -- - ----------------------------------------------------------------- Small Cap Growth 16,576,961 17,902,529 -- - ----------------------------------------------------------------- Total Return 16,068,006 16,448,875 -- - ----------------------------------------------------------------- Value 28,780,145 29,910,384 -- - ----------------------------------------------------------------- </Table> The cash collateral received for securities on loan was used to purchase highly liquid short-term investments in accordance with the securities lending procedures of the Portfolios. Non-cash collateral consists of U.S. Treasury Securities. Securities purchased with collateral received are valued at amortized cost which approximate market value. www.mainstayfunds.com M- 271 NOTES TO FINANCIAL STATEMENTS (CONTINUED) As of December 31, 2004, the following Portfolio had foreign currency forward contracts: INTERNATIONAL EQUITY PORTFOLIO <Table> <Caption> CONTRACT CONTRACT UNREALIZED AMOUNT AMOUNT APPRECIATION/ SOLD PURCHASED (DEPRECIATION) Foreign Currency Sale Contracts Swiss Francs vs. Japanese Yen, expiring 3/7/05 CF 7,916,098 Y 684,980,000 (269,075) - ----------------------------------------------------------------------------------------------------------- Singapore Dollar vs. Japanese Yen, expiring 2/7/05 S$ 5,988,000 Y 383,854,320 83,840 - ----------------------------------------------------------------------------------------------------------- <Caption> CONTRACT CONTRACT AMOUNT AMOUNT PURCHASED SOLD Foreign Currency Buy Contracts Australian Dollar vs. U.S. Dollar, expiring 5/9/05 A$ 2,040,320 $ 1,425,000 159,288 - ----------------------------------------------------------------------------------------------------------- Net unrealized depreciation on foreign currency forward contracts: $ (25,947) - ----------------------------------------------------------------------------------------------------------- </Table> As of December 31, 2004, the following Portfolios had foreign currency: HIGH YIELD CORPORATE BOND PORTFOLIO <Table> <Caption> CURRENCY COST VALUE Euro E 49,007 $66,521 $66,612 - ----------------------------------------------------- Pound Sterling L 952 1,831 1,828 - ----------------------------------------------------- $68,352 $68,440 - ----------------------------------------------------- </Table> INTERNATIONAL EQUITY PORTFOLIO <Table> <Caption> CURRENCY COST VALUE Australian Dollar A$ 3,669,241 $ 2,690,501 $ 2,876,318 Danish Krone DKK 2,653,071 484,677 484,796 Euro E 809,282 1,073,999 1,100,017 Japanese Yen Y 691,928,957 6,362,654 6,752,503 Pound Sterling L 2,963,119 5,537,973 5,688,897 Singapore Dollars S$ 4,923,097 2,957,316 3,015,864 Swiss Francs CF 111,259 88,260 97,845 - ------------------------------------------------------------- $19,195,380 $20,016,240 - ------------------------------------------------------------- </Table> As of December 31, 2004, the following Portfolio had transactions in written options: TOTAL RETURN PORTFOLIO <Table> <Caption> NUMBER OF CONTRACTS PREMIUM Options outstanding at December 31, 2003 0 $ 0 - ---------------------------------------------------------- Options -- written (103) (17,200) - ---------------------------------------------------------- Options outstanding at December 31, 2004 (103) $(17,200) - ---------------------------------------------------------- </Table> VALUE PORTFOLIO <Table> <Caption> NUMBER OF CONTRACTS PREMIUM Options outstanding at December 31, 2003 (638) $ (62,202) - --------------------------------------------------------- Options -- written (1,300) (201,402) - --------------------------------------------------------- Options -- buybacks 659 103,461 - --------------------------------------------------------- Options -- exercised 331 46,172 - --------------------------------------------------------- Options -- expired 638 62,202 - --------------------------------------------------------- Options outstanding at December 31, 2004 (310) $ (51,769) - --------------------------------------------------------- </Table> NOTE 8 -- LINE OF CREDIT: The Portfolios, except Cash Management Portfolio, maintain a line of credit of $160,000,000 with a syndicate of banks in order to secure a source of funds for temporary purposes to meet unanticipated or excessive shareholder redemption requests. These Portfolios pay a commitment fee, at an annual rate of 0.075% of the average commitment amount, regardless of usage, to The Bank of New York, which acts as agent to the syndicate. Such commitment fees are allocated among the Portfolios based upon net assets and other factors. Interest on any revolving credit loan is charged based upon the Federal Funds Advances rate. There were no borrowings on this line of credit during the year ended December 31, 2004. M- 272 MainStay VP Series Fund, Inc. NOTE 9 -- OTHER MATTERS: NYLIM and mutual funds that NYLIM advises have received requests for information from various government authorities and regulatory bodies regarding market timing, late trading, operations, fees, expenses, and other matters. NYLIM and the funds it advises are cooperating fully in responding to these requests. To date, substantially all of the costs associated with these and other regulatory matters have been incurred by NYLIM. Except as described below, neither NYLIM nor the funds advised by it have any reason to believe that they have been targeted as the subject of any governmental or regulatory enforcement action. The SEC Staff has raised concerns relating to a guarantee provided to shareholders of the MainStay Equity Index Fund and the fees and expenses of that Fund, as well as the related guarantee disclosure to Fund shareholders. Discussions have been held with the SEC concerning a possible resolution of this matter. These discussions are continuing, but there can be no assurance at this time as to the outcome of these efforts. www.mainstayfunds.com M- 273 NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 10 -- PURCHASES AND SALES OF SECURITIES (IN 000'S): During the year ended December 31, 2004, purchases and sales of securities, other than securities subject to repurchase transactions and short-term securities, were as follows: <Table> <Caption> BOND CAPITAL APPRECIATION COMMON STOCK PORTFOLIO PORTFOLIO PORTFOLIO ----------------------- -------------------- ----------------------- PURCHASES SALES PURCHASES SALES PURCHASES SALES U.S. Government securities $1,271,960 $1,235,200 $ -- $ -- $ -- $ -- - ------------------------------------------------------------------------------------------------------ All others 299,433 321,458 329,151 414,190 1,355,554 1,348,058 - ------------------------------------------------------------------------------------------------------ Total $1,571,393 $1,556,658 $329,151 $414,190 $1,355,554 $1,348,058 - ------------------------------------------------------------------------------------------------------ </Table> <Table> <Caption> MID CAP CORE MID CAP GROWTH MID CAP VALUE PORTFOLIO PORTFOLIO PORTFOLIO -------------------- ------------------- ------------------- PURCHASES SALES PURCHASES SALES PURCHASES SALES U.S. Government securities $ -- $ -- $ -- $ -- $ -- $ -- - ---------------------------------------------------------------------------------------------- All others 278,211 198,440 133,512 71,498 154,902 57,856 - ---------------------------------------------------------------------------------------------- Total $278,211 $198,440 $133,512 $71,498 $154,902 $57,856 - ---------------------------------------------------------------------------------------------- </Table> <Table> <Caption> AMERICAN CENTURY DREYFUS EAGLE ASSET MANAGEMENT INCOME & GROWTH LARGE COMPANY VALUE GROWTH EQUITY PORTFOLIO PORTFOLIO PORTFOLIO ------------------- ------------------- ---------------------- PURCHASES SALES PURCHASES SALES PURCHASES SALES U.S. Government securities $ -- $ -- $ -- $ -- $ -- $ -- - ------------------------------------------------------------------------------------------------ All others 72,003 59,216 78,169 59,963 175,477 182,231 - ------------------------------------------------------------------------------------------------ Total $72,003 $59,216 $78,169 $59,963 $175,477 $182,231 - ------------------------------------------------------------------------------------------------ </Table> NOTE 11 -- CAPITAL SHARE TRANSACTIONS (IN 000'S): Transactions in capital shares for the years ended December 31, 2004 and December 31, 2003 were as follows: <Table> <Caption> BOND PORTFOLIO CAPITAL APPRECIATION PORTFOLIO ------------------------------------------------ ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS ------------------------------------------------ ------------------------------------------------ JUNE 4, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 Shares sold 1,122 3,160 5,540 1,407 1,247 1,592 2,349 757 - --------------------------------------------------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends and distributions 1,466 207 2,374 92 104 2 98 1 - --------------------------------------------------------------------------------------------------------------------------------- 2,588 3,367 7,914 1,499 1,351 1,594 2,447 758 - --------------------------------------------------------------------------------------------------------------------------------- Shares redeemed (7,126) (185) (6,831) (36) (7,015) (101) (5,159) (5) - --------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) (4,538) 3,182 1,083 1,463 (5,664) 1,493 (2,712) 753 - --------------------------------------------------------------------------------------------------------------------------------- </Table> * Commencement of Operations. M- 274 MainStay VP Series Fund, Inc. <Table> <Caption> HIGH YIELD CONVERTIBLE GOVERNMENT CORPORATE BOND INTERNATIONAL EQUITY PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO - ------------------------ -------------------- -------------------- -------------------- PURCHASES SALES PURCHASES SALES PURCHASES SALES PURCHASES SALES $ -- $ -- $361,150 $368,588 $ -- $ -- $ -- $ -- - --------------------------------------------------------------------------------------------- 365,772 341,933 12,288 14,994 501,822 433,287 144,748 67,486 - --------------------------------------------------------------------------------------------- $365,772 $341,933 $373,438 $383,582 $501,822 $433,287 $144,748 $ 67,486 - --------------------------------------------------------------------------------------------- </Table> <Table> <Caption> S&P 500 INDEX SMALL CAP GROWTH TOTAL RETURN VALUE PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO - ------------------------ -------------------- -------------------- -------------------- PURCHASES SALES PURCHASES SALES PURCHASES SALES PURCHASES SALES $ -- $ -- $ -- $ -- $234,329 $223,452 $ -- $ -- - --------------------------------------------------------------------------------------------- 94,932 38,008 176,749 134,839 373,126 402,189 505,090 390,941 - --------------------------------------------------------------------------------------------- $ 94,932 $ 38,008 $176,749 $134,839 $607,455 $625,641 $505,090 $390,941 - --------------------------------------------------------------------------------------------- </Table> <Table> <Caption> LORD ABBETT DEVELOPING GROWTH PORTFOLIO - --------------------------- PURCHASES SALES $ -- $ -- - --------------------------- 64,713 58,019 - --------------------------- $ 64,713 $ 58,019 - --------------------------- </Table> <Table> <Caption> CASH MANAGEMENT PORTFOLIO COMMON STOCK PORTFOLIO - --------------------------------- ------------------------------------------------- INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS ------------------------------------------------- JUNE 5, 2003* YEAR ENDED YEAR ENDED YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2004 2003 2003 567,129 939,341 4,875 1,098 1,834 545 - ------------------------------------------------------------------------------------- 2,967 3,042 600 19 433 5 - ------------------------------------------------------------------------------------- 570,096 942,383 5,475 1,117 2,267 550 - ------------------------------------------------------------------------------------- (621,403) (1,100,735) (6,554) (48) (5,018) (8) - ------------------------------------------------------------------------------------- (51,307) (158,352) (1,079) 1,069 (2,751) 542 - ------------------------------------------------------------------------------------- <Caption> CONVERTIBLE PORTFOLIO - --- ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS ------------------------------------------------ JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2,677 4,705 5,694 2,182 - ----------------------------------------------------- 490 116 562 42 - ----------------------------------------------------- 3,167 4,821 6,256 2,224 - ----------------------------------------------------- (4,236) (247) (1,857) (34) - ----------------------------------------------------- (1,069) 4,574 4,399 2,190 - ----------------------------------------------------- </Table> www.mainstayfunds.com M- 275 NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 11 -- CAPITAL SHARE TRANSACTIONS (IN 000'S) (CONTINUED): <Table> <Caption> GOVERNMENT PORTFOLIO HIGH YIELD CORPORATE BOND PORTFOLIO ------------------------------------------------ ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS ------------------------------------------------ ------------------------------------------------ JUNE 4, 2003* JUNE 4, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 Shares sold 1,516 2,838 9,239 1,264 9,966 18,337 28,223 8,108 - --------------------------------------------------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends and distributions 1,076 149 1,575 57 7,845 1,799 7,865 536 - --------------------------------------------------------------------------------------------------------------------------------- 2,592 2,987 10,814 1,321 17,811 20,136 36,088 8,644 - --------------------------------------------------------------------------------------------------------------------------------- Shares redeemed (10,142) (470) (16,499) (60) (18,361) (650) (11,843) (173) - --------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) (7,550) 2,517 (5,685) 1,261 (550) 19,486 24,245 8,471 - --------------------------------------------------------------------------------------------------------------------------------- </Table> <Table> <Caption> MID CAP GROWTH PORTFOLIO MID CAP VALUE PORTFOLIO ------------------------------------------------ ------------------------------------------------- INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS ------------------------------------------------ ------------------------------------------------- JUNE 5, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 Shares sold 3,522 4,689 5,787 1,827 7,826 4,834 4,051 1,635 - ---------------------------------------------------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends and distributions -- -- -- -- 337 97 113 13 - ---------------------------------------------------------------------------------------------------------------------------------- 3,522 4,689 5,787 1,827 8,163 4,931 4,164 1,648 - ---------------------------------------------------------------------------------------------------------------------------------- Shares redeemed (1,407) (440) (483) (52) (764) (70) (975) (14) - ---------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) 2,115 4,249 5,304 1,775 7,399 4,861 3,189 1,634 - ---------------------------------------------------------------------------------------------------------------------------------- </Table> <Table> <Caption> TOTAL RETURN PORTFOLIO VALUE PORTFOLIO ------------------------------------------------ ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS ------------------------------------------------ ------------------------------------------------ JUNE 4, 2003* JUNE 4, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 Shares sold 620 1,617 1,696 765 9,001 2,532 2,419 999 - --------------------------------------------------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends and distributions 527 34 611 12 375 32 380 12 - --------------------------------------------------------------------------------------------------------------------------------- 1,147 1,651 2,307 777 9,376 2,564 2,799 1,011 - --------------------------------------------------------------------------------------------------------------------------------- Shares redeemed (4,753) (137) (4,064) (16) (2,938) (140) (2,661) (6) - --------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) (3,606) 1,514 (1,757) 761 6,438 2,424 138 1,005 - --------------------------------------------------------------------------------------------------------------------------------- </Table> * Commencement of Operations. M- 276 MainStay VP Series Fund, Inc. <Table> <Caption> INTERNATIONAL EQUITY PORTFOLIO MID CAP CORE PORTFOLIO - ---------------------------------------------------- ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS - ---------------------------------------------------- ------------------------------------------------ JUNE 5, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 5,534 2,920 21,236 748 4,947 2,429 2,032 815 - ------------------------------------------------------------------------------------------------------- 107 27 125 11 239 76 18 2 - ------------------------------------------------------------------------------------------------------- 5,641 2,947 21,361 759 5,186 2,505 2,050 817 - ------------------------------------------------------------------------------------------------------- (1,121) (51) (19,981) (4) (447) (60) (447) (5) - ------------------------------------------------------------------------------------------------------- 4,520 2,896 1,380 755 4,739 2,445 1,603 812 - ------------------------------------------------------------------------------------------------------- </Table> <Table> <Caption> S&P 500 INDEX PORTFOLIO SMALL CAP GROWTH PORTFOLIO - ---------------------------------------------------- ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS - ---------------------------------------------------- ------------------------------------------------ JUNE 5, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 3,343 4,329 4,377 1,752 1,861 3,940 5,047 1,563 - ------------------------------------------------------------------------------------------------------- 799 80 656 19 -- -- -- -- - ------------------------------------------------------------------------------------------------------- 4,142 4,409 5,033 1,771 1,861 3,940 5,047 1,563 - ------------------------------------------------------------------------------------------------------- (5,251) (103) (4,970) (9) (1,209) (223) (890) (115) - ------------------------------------------------------------------------------------------------------- (1,109) 4,306 63 1,762 652 3,717 4,157 1,448 - ------------------------------------------------------------------------------------------------------- </Table> <Table> <Caption> AMERICAN CENTURY INCOME & GROWTH PORTFOLIO DREYFUS LARGE COMPANY VALUE PORTFOLIO - ----------------------------------------------------- ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS - ----------------------------------------------------- ------------------------------------------------ JUNE 13, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 738 1,278 1,254 402 1,150 1,593 1,443 594 - -------------------------------------------------------------------------------------------------------- 109 24 84 4 59 15 43 4 - -------------------------------------------------------------------------------------------------------- 847 1,302 1,338 406 1,209 1,608 1,486 598 - -------------------------------------------------------------------------------------------------------- (899) (67) (1,754) (10) (953) (196) (1,609) (5) - -------------------------------------------------------------------------------------------------------- (52) 1,235 (416) 396 256 1,412 (123) 593 - -------------------------------------------------------------------------------------------------------- </Table> www.mainstayfunds.com M- 277 NOTES TO FINANCIAL STATEMENTS (CONTINUED) NOTE 11 -- CAPITAL SHARE TRANSACTIONS (IN 000'S) (CONTINUED): <Table> <Caption> EAGLE ASSET MANAGEMENT GROWTH EQUITY PORTFOLIO LORD ABBETT DEVELOPING GROWTH PORTFOLIO ------------------------------------------------ ------------------------------------------------ INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE INITIAL SERVICE CLASS CLASS CLASS CLASS CLASS CLASS CLASS CLASS ------------------------------------------------ ------------------------------------------------ JUNE 6, 2003* JUNE 5, 2003* YEAR ENDED YEAR ENDED THROUGH YEAR ENDED YEAR ENDED THROUGH DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, DECEMBER 31, 2004 2003 2003 2004 2003 2003 Shares sold 637 1,216 1,883 672 546 1,361 1,658 531 - -------------------------------------------------------------------------------------------------------------------------------- Shares issued in reinvestment of dividends and distributions 26 --(a) 21 1 -- -- -- -- - -------------------------------------------------------------------------------------------------------------------------------- 663 1,216 1,904 673 546 1,361 1,658 531 - -------------------------------------------------------------------------------------------------------------------------------- Shares redeemed (2,473) (201) (1,793) (17) (963) (99) (817) (12) - -------------------------------------------------------------------------------------------------------------------------------- Net increase (decrease) (1,810) 1,015 111 656 (417) 1,262 841 519 - -------------------------------------------------------------------------------------------------------------------------------- </Table> * Commencement of Operations. (a) Less than one thousand. M- 278 MainStay VP Series Fund, Inc. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Shareholders of MainStay VP Series Fund, Inc. In our opinion, the accompanying statements of assets and liabilities, including the portfolios of investments, 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 Bond Portfolio, Capital Appreciation Portfolio, Cash Management Portfolio, Common Stock Portfolio (formerly Growth Equity Portfolio), Convertible Portfolio, Government Portfolio, High Yield Corporate Bond Portfolio, International Equity Portfolio, Mid Cap Core Portfolio, Mid Cap Growth Portfolio, Mid Cap Value Portfolio (formerly Equity Income Portfolio), S&P 500 Index Portfolio (formerly Indexed Equity Portfolio), Small Cap Growth Portfolio, Total Return Portfolio, Value Portfolio, American Century Income and Growth Portfolio, Dreyfus Large Company Value Portfolio, Eagle Asset Management Growth Equity Portfolio and Lord Abbett Developing Growth Portfolio (constituting MainStay VP Series Fund, Inc., hereafter referred to as the "Fund") at December 31, 2004, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods presented, 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 Fund'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 the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements 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, 2004 by correspondence with the custodians and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, New York February 17, 2005 www.mainstayfunds.com M- 279 PROXY VOTING POLICIES AND PROCEDURES A description of the policies and procedures that New York Life Investment Management LLC (NYLIM) uses to vote proxies related to the Fund's securities is available without charge, upon request, (i) by calling 1-800-598-2019 and (ii) on the Securities and Exchange Commission's ("SEC") website at www.sec.gov. The Funds are required to file with the SEC its proxy voting records for each Portfolio for the 12-month period ending June 30 on Form N-PX. The most recent Form N-PX or relevant Portfolio proxy voting record is available free of charge upon request by calling 1-800-598-2019 or on the SEC's website at www.sec.gov. SHAREHOLDER REPORTS AND QUARTERLY PORTFOLIO DISCLOSURE Each Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. The Fund's Forms N-Q will be available without charge, on the SEC's website at www.sec.gov and may be available by calling NYLIM at 1-800-598-2019. You can also obtain copies of Form N-Q by (i) visiting the SEC's Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330); (ii) sending your request and a duplicating fee to the SEC's Public Reference Room, Washington, DC 20549-0102; or (iii) sending your request electronically to publicinfo@sec.gov. M- 280 MainStay VP Series Fund, Inc. FORM N-CSR ITEM 2. CODE OF ETHICS. As of the end of the period covered by this report, Registrant had adopted a code of ethics (the "Code") that applies to Registrant's principal executive office ("PEO") and principal financial officer ("PFO"). There were no amendments to the Code during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code to the PEO of PFO during the period covered by this report. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. The Board of Directors has determined that the registrant has at least one "audit committee financial expert" (as defined in Item 3 of Form N-CSR) serving on its Audit Committee. The Audit Committee financial expert is Roman Weil. Mr. Weil is "independent" within the meaning of that term used in Form N-CSR. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) AUDIT FEES. The aggregate fees billed for each of the last two fiscal years for professional services rendered by PricewaterhouseCoopers LLP ("PwC") for the audit of the MainStay VP Series Fund, Inc. ("Fund") annual financial statements or services that are normally provided by PwC in connection with statutory and regulatory filings or engagements for those fiscal years are $656,000 for 2003 and $640,000 for 2004. (b) AUDIT-RELATED FEES. The aggregate fees billed in each of the last two fiscal years for assurance and related services by PwC that are reasonably related to the performance of the audit of the Fund's financial statements and are not reported under paragraph (a) of this Item are $0 for 2003 and $0 for 2004. (c) TAX FEES. The aggregate fees billed in each of the last two fiscal years for professional services rendered by PWC for tax compliance, tax advice, and tax planning are $117,850 for 2003 and $149,650 for 2004. (d) ALL OTHER FEES. The aggregate fees billed in each of the last two fiscal years for products and services provided by PWC, other than the services reported in paragraphs (a) through (c) of this Item are $6,000 for 2003 and $0 for 2004. (e)(1) Audit Committee Policies Regarding Pre-Approval of Services. The registrant's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X are addressed in the Pre-Approval Policies and Procedures, as approved by the Audit Committee of the Fund, on December 2, 2004. (e)(2) With respect to the services described in paragraphs (b) through (d) of this Item 4, no amount was approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) Less than fifty percent of PwC's engagement to audit the Fund's financial statements for the fiscal year ended December 31, 2004 was attributable to work performed by persons other than PwC's full-time, permanent employees. (g) All non-audit fees billed by PwC for the fiscal years ended December 31, 2003 and December 31, 2004 are disclosed in paragraph (b) through (d) above. The aggregate non-audit fees billed by PwC for services rendered to the Fund's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was approximately $0 for 2003 and $0 for 2004. (h) The Fund's Audit Committee has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another 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 is compatible with maintaining the principal accountant's independence. ITEM 5. AUDITED COMMITTEE OF LISTED REGISTRANTS. ITEM 6. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANIES AND AFFILIATED Purchasers. Not applicable. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS At a meeting held on August 16-17, 2004 the Nominating Committee of the MainStay VP Series Fund, Inc. revised its policies for considering Board Member candidates. The Committee may now consider nominations from owners of variable life insurance and variable annuity contracts that have selected the Registrant as an investment option ("Contract Owners"). Each eligible Contract Owner may submit no more than one candidate each calendar year, and recommendations should be forwarded to the attention of the Fund's Secretary. A Contract Owner's submission to the Secretary of the Fund must include: (a) contact information for the nominating Contract Owner; (b) a certification from the nominating Contract Owner which provides the number of shares which the person or group has: (i) sole power to vote or direct the vote; (ii) shared power to dispose or direct the disposition of such shares. In addition the certification shall provide that the shares have been held continuously for at least two years as of the date of the nomination; (c) the candidate's contact information and the number of applicable Fund shares owned by the candidate; (d) all information regarding the candidate that would be required to be disclosed in solicitation of proxies for elections of directors required by Regulation 14A under the Securities Exchange Act of 1934, as amended; and (e) a notarized letter executed by the candidate, stating his or her intention to serve as a candidate and be named in the Fund's proxy statement , if so designated by the Nominating Committee and the Fund's Board. It shall be in the Nominating Committee's sole discretion whether to seek corrections of a deficient submission or to exclude a candidate from consideration. ITEM 10. CONTROLS AND PROCEDURES. (a) Based on an evaluation of the Disclosure Controls and Procedures (as defined in Rule 30a-2(c) under the Investment Company Act of 1940) (the "Disclosure Controls") as of a date within 90 days prior to the filing date (the "Filing Date") of this Form N-CSR (the "Report"), the Registrant's principal executive officer and financial officer have concluded that the Disclosure Controls are reasonably designed to ensure that information required to be disclosed by the Registrant in the Report is recorded, processed, summarized and reported by the Filing Date, including ensuring that information required to be disclosed in the Report is accumulated and communicated to the Registrant's management, including the Registrant's principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure. (b) There were no significant changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the registrant's second fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 11. EXHIBITS. (a)(1) The code of ethics referenced in Item 2 of this Report is filed as an exhibit to this filing. (a)(2) The certifications required by Rule 30a-2(b) of the Investment Company Act of 1940 and Section 906 of the Sarbanes-Oxley Act of 2002 are filed as exhibits to this filing. (b) The certifications required by Rule 30a-2(b) of the Investment Company Act of 1940 and Section 906 of the Sarbanes-Oxley Act of 2002 are furnished as exhibits to this filing. 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. MAINSTAY VP SERIES FUND, INC. By: /s/ Gary E. Wendlandt GARY E. WENDLANDT CHAIRMAN Date: March 11, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /s/Gary E. Wendlandt GARY E. WENDLANDT CHAIRMAN Date: March 11, 2005 By: /s/ Patrick J. Farrell PATRICK J. FARRELL TREASURER AND CHIEF FINANCIAL AND ACCOUNTING OFFICER Date: March 11, 2005 EXHIBIT INDEX (a) The code of ethics referenced in Item 2 of this Report is filed as an exhibit to this filing. (b)(1) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. (b)(2) Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002.