<Page>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /X/
Filed by a party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE
14a-6(e)(2))
/X/ Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-12
EQUITRUST VARIABLE INSURANCE SERIES FUND (FILE NOS. 33-12791 & 811-05069)
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
BOARD OF TRUSTEES OF REGISTRANT
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required.
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(4)
and 0-11.
(1) Title of each class of securities to which transaction applies:
------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
------------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
------------------------------------------------------------------------
(5) Total fee paid:
------------------------------------------------------------------------
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
------------------------------------------------------------------------
(3) Filing Party:
------------------------------------------------------------------------
(4) Date Filed:
------------------------------------------------------------------------
<Page>
5400 University Avenue EquiTrust Series Fund, Inc.
West Des Moines, IA EquiTrust Money Market Fund, Inc.
50266-5997 EquiTrust Variable Insurance Series Fund
515.225.5400
[EquiTrust Mutual Funds Logo]
March 20, 2003
To Our Variable Product Owners:
A meeting of the shareholders of EquiTrust Variable Insurance Series Fund
(the "Fund") will be held on Wednesday, May 21, 2003 at 8:00 a.m. CST at
5400 University Avenue, West Des Moines, Iowa. This meeting has been called to
consider and vote upon the election of trustees, the approval of the Amended and
Restated Investment Advisory and Management Services Agreement between the Fund
and EquiTrust Investment Management Services, Inc. and the retention of Ernst &
Young LLP as auditors. THE TRUSTEES HAVE UNANIMOUSLY APPROVED ALL PROPOSALS THAT
THE SHAREHOLDERS ARE BEING ASKED TO VOTE UPON. You are cordially invited to
attend the meeting of the Fund.
Other than shares sold to Farm Bureau Life Insurance Company to seed the
Fund, shares of the Fund are offered only to separate accounts of certain life
insurance companies ("Participating Insurance Companies") to fund variable
annuity contracts ("VA contracts") and variable life insurance policies ("VLI
policies") issued by such life insurance companies. Individual VA contract
holders and VLI policyowners are not "shareholders" of the Fund. Rather, the
Participating Insurance Companies and their separate accounts are the
shareholders (the "Shareholders"), although such companies pass through voting
rights to their VA contract holders and VLI policyowners ("variable product
owners"). As a variable product owner of record as of March 7, 2003, you have
the right to instruct us as to how we should vote the Fund shares attributable
to your variable policy.
To assist you in giving us your instructions, we have enclosed a "Voting
Instructions" form. Copies of the Fund's Notice to Shareholders and Proxy
Statement are also included. If you do not return the form, we will vote the
shares of each Portfolio attributable to your policy in the same proportion as
the shares of that Portfolio for which we have received instructions. YOUR
INSTRUCTIONS ARE IMPORTANT. You are urged to complete, date and sign the
enclosed "Voting Instruction" form and return it in the enclosed postage-paid
envelope as soon as possible. This will help save the expense of a second
mailing of these materials to variable product owners. It is our belief that the
proposed changes are in the best interest of Shareholders and you are encouraged
to vote favorably upon all of them.
Sincerely,
/s/ Craig A. Lang
Craig A. Lang
PRESIDENT
<Page>
EQUITRUST VARIABLE INSURANCE SERIES FUND
5400 UNIVERSITY AVENUE
WEST DES MOINES, IOWA 50266
TELEPHONE (515) 225-5586
(877) 860-2904
NOTICE OF EQUITRUST VARIABLE INSURANCE SERIES FUND
SPECIAL MEETING OF SHAREHOLDERS MAY 21, 2003
TO PERSONS ENTITLED TO GIVE VOTING INSTRUCTIONS IN CONNECTION WITH
EQUITRUST VARIABLE INSURANCE SERIES FUND
VALUE GROWTH PORTFOLIO
HIGH GRADE BOND PORTFOLIO
STRATEGIC YIELD PORTFOLIO
MANAGED PORTFOLIO
MONEY MARKET PORTFOLIO
BLUE CHIP PORTFOLIO
March 20, 2003
Notice is hereby given that a Special Meeting of Shareholders of EquiTrust
Variable Insurance Series Fund (the "Fund"), including each of the Fund's six
portfolios (Value Growth Portfolio, High Grade Bond Portfolio, Strategic Yield
Portfolio, Managed Portfolio, Money Market Portfolio, and Blue Chip Portfolio)
(individually, a "Portfolio" and collectively, the "Portfolios"), will be held
at 5400 University Avenue, West Des Moines, Iowa on Thursday, May 21, 2003, at
8:00 a.m., CST, for the following purposes:
1. To elect seven (7) trustees to serve for a term beginning May 21, 2003
to continue until their successors shall have been duly appointed or elected.
2. To approve the Amended and Restated Investment Advisory and Management
Services Agreement between the Fund and EquiTrust Investment Management
Services, Inc.
3. To ratify the selection of Ernst & Young LLP as independent auditors for
the fiscal year ending December 31, 2003.
4. To transact such other business as may properly come before the Special
Meeting.
Shareholders of record of the Fund at the close of business on March 7, 2003
are entitled to notice of and to vote at the Special Meeting.
Farm Bureau Life Insurance Company and the separate accounts of other
insurance companies that invest in the Fund (collectively, "Participating
Insurance Companies") are the only shareholders of the Fund. However, Farm
Bureau Life Insurance Company and the Participating Insurance Companies have
agreed to vote the shares of the Fund at this meeting in accordance with timely
instructions received from owners of variable annuity contracts and variable
life insurance policies funded through the separate accounts of the
Participating Insurance Companies that invest in the Fund.
/s/ Craig A. Lang
Craig A. Lang
PRESIDENT
<Page>
EQUITRUST VARIABLE INSURANCE SERIES FUND
5400 UNIVERSITY AVENUE
WEST DES MOINES, IOWA 50266
TELEPHONE (515) 225-5586
(877) 860-2904
PROXY STATEMENT
AND VOTING INSTRUCTIONS
March 20, 2003
GENERAL INFORMATION
This Information Statement and Voting Instruction (together the "Proxy
Statement") is furnished in connection with the solicitation by the Board of
Trustees of the Fund of voting instructions ("proxies") to be voted at the
Special Meeting of Shareholders of the Fund to be held on May 21, 2003, and at
any and all adjournments thereof. The cost of preparing and printing the
enclosed proxy, accompanying notice and proxy statement, and all other costs in
connection with the solicitation of proxies, other than the cost of mailing,
will be paid by the Fund. The cost of mailing the proxy materials will be paid
by the insurance companies whose separate accounts invest in the Fund (the
"Participating Insurance Companies"). Additional solicitations may be made by
letter, telephone or facsimile by officers or employees of EquiTrust Investment
Management Services, Inc., the Fund's Investment Adviser and Principal
Underwriter, which is located at 5400 University Avenue, West Des Moines, Iowa
50266 (the "Adviser"). EquiTrust Investment Management Services, Inc. also
serves as the Fund's Administrator and Shareholder Service, Dividend Disbursing
and Transfer Agent; as well as provides accounting services to the Fund.
On the matters as to which a choice has been specified by the persons
entitled to give instructions ("shareholders") on the proxy, the shares of each
Portfolio will be voted accordingly. If no choice is specified, the shares of
each Portfolio will be voted FOR the election of the seven nominees for trustee,
FOR approval of the Amended and Restated Investment Advisory and Management
Services Agreement between the Fund and EquiTrust Investment Management
Services, Inc. and FOR ratification of the selection of Ernst & Young LLP as the
Fund's independent auditors. Shareholders of any Portfolio who give proxies may
revoke them at any time before they are voted by filing with the Fund a written
notice of revocation, by delivering a duly executed proxy bearing a later date,
or by attending the Special Meeting and voting in person.
A quorum of shareholders is required to take action at the Fund's Special
Meeting. A majority of the shares of the Fund (for a Fund-wide vote) or each
Portfolio (for a Portfolio-wide vote) issued and outstanding and entitled to
vote at the Special Meeting, represented in person or by proxy, will constitute
a quorum. Votes cast by proxy or in person will be tabulated by the appointed
election judges, who will determine whether a quorum is present at the Special
Meeting. The appointed election judges will treat abstentions as present for the
purpose of determining a quorum.
1
<Page>
For purposes of determining the approval of the matters submitted for a
vote, abstentions will be treated as follows: on Item 1, abstentions will have
no effect and on Items 2 and 3, abstentions will be considered to be both
present at the meeting and issued and outstanding and, as a result, will have
the effect of being counted as voted against the items. The details of each
proposal to be voted upon by the shareholders of the Fund and the vote required
for approval of each proposal are set forth under the description of each
proposal below.
Although the Participating Insurance Companies and their separate accounts
are the legal owners of the shares of the Portfolios, certain Portfolio shares
are held on behalf of the owners of variable annuity contracts and variable life
insurance policies (the "variable products"). Therefore, the Participating
Insurance Companies have agreed to solicit instructions from the variable
product owners on how to vote the Portfolio shares attributable to those
variable product owners. If voting instructions are properly executed and
returned in time to be voted at the meeting, the shares covered thereby will be
voted by the Participating Insurance Companies in accordance with the
instructions of variable product owners. If no choice is specified in the voting
instruction form for any of the proposals to be voted upon at the meeting, the
timely return of the voting instruction form shall be deemed to be an
instruction to the Participating Insurance Companies to vote proxies in favor of
such proposal. In addition, the Participating Insurance Companies have agreed to
vote the shares of each Portfolio they own that are not attributable to the
variable products, and the shares of each Portfolio for which instructions have
not been received, in the same proportion as they vote shares of each Portfolio
for which they have received instructions from variable product owners.
Under certain circumstances, the Participating Insurance Companies have the
right to disregard the voting instructions of their variable product owners, but
management does not believe that there are such circumstances as to the matters
currently before the shareholders.
Those variable product owners permitted to give instructions for each
Portfolio of the Fund and the number of shares for which instructions may be
given will be determined as of March 7, 2003, the record date for the Fund's
shareholder meeting.
The number of full and fractional shares for which a variable product owner
can give instructions will be calculated separately for each Portfolio and will
be determined by dividing a policy's net cash value in a portfolio by the net
asset value per share of the portfolio in which the policy invests.
As of March 7, 2003, there were issued and outstanding shares of the
Portfolios as follows: 4,523,426.443 of Value Growth; 2,521,430.275 of High
Grade Bond; 2,603,365.890 of Strategic Yield; 4,489,400.131 of Managed;
7,128,739.300 of Money Market; and 2,360,470.892 of Blue Chip. Those persons who
were shareholders of record at the close of business on March 7, 2003 will be
entitled to one vote for each share held.
THE FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS DECEMBER 31, 2002
ANNUAL REPORT UPON REQUEST. WRITE TO THE FUND AT 5400 UNIVERSITY AVENUE, WEST
DES MOINES, IOWA 50266, OR CALL 1-877-860-2904 (U.S. TOLL FREE).
This proxy statement is first being mailed to shareholders of the Fund on or
about March 20, 2003.
2
<Page>
1. ELECTION OF TRUSTEES
At the Special Meeting, seven (7) trustees are to be elected to serve for a
term to commence on the date of this meeting and continue until their successors
shall have been duly appointed or elected. The table below shows the nominees
for election to the Board, all of whom, other than Paul E. Larson, Steven W.
Plate and Erlin J. Weness, currently serve as trustees of the Fund. The nominees
for election to the Board of the Fund are also nominees for election to the
Boards of EquiTrust Money Market Fund, Inc. and EquiTrust Series Fund, Inc. (the
three funds collectively referred to as the "EquiTrust Funds"), and all the
nominees, other than Paul E. Larson, Steven W. Plate and Erlin J. Weness,
currently serve as trustees/directors of the EquiTrust Funds. Donald G.
Bartling, a current Board member, will retire from the Board effective May 21,
2003; Curtis C. Pietz retired effective February 13, 2003.
At the February 13, 2003 Board of Trustees meeting, the trustees of the Fund
voted to increase the size of the Board from six members to seven. The
Nominating Committee of the Board of Trustees, which consists of the Fund's
independent trustees, presented nominations at the Fund Board meeting held on
February 13, 2003. The entire Board of Trustees reviewed and approved the slate
of nominees on that date. Messrs. Larson, Plate and Weness have been nominated
to fill the two vacancies created by the retirement of Messrs. Bartling and
Pietz and the new Board position. Prior to nominations being made, the current
Board of Trustees met personally with Messrs. Larson, Plate and Weness and
additionally reviewed their background and qualifications to serve on the Board.
The affirmative vote of a majority of the shares of the Fund present and
entitled to vote will be required to elect the trustees.
It is the intention of the persons named in the enclosed proxy to vote the
shares represented thereby for the election of the nominees listed below unless
the proxy is marked otherwise. Each nominee has agreed to serve as a trustee of
the Fund if elected; however, should any nominee become unwilling or unable to
accept election, the proxies for the Fund will be voted for one or more
substitute nominees designated by the Fund's present Board of Trustees.
The following lists each nominee for trustee and their ages; addresses;
principal occupation(s) and other business affiliations; the year in which each
nominee was first elected a trustee of the Fund, if applicable; the number of
portfolios in the complex to be overseen by each nominee and other directorships
held by each nominee.
3
<Page>
NOMINEES FOR TRUSTEE
<Table>
<Caption>
TERM OF NUMBER OF
OFFICE & PORTFOLIOS IN
LENGTH FUND COMPLEX
NAME, ADDRESS POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) TO BE OVERSEEN OTHER DIRECTORSHIPS
AND AGE WITH FUND SERVED(1) DURING PAST FIVE YEARS BY NOMINEE HELD BY NOMINEE
- --------------------------------------------------------------------------------------------------------------------------
INTERESTED TRUSTEES/
NOMINEES(2)
Craig A. Lang (51)* President and Since 2002 Dairy Farmer; Chairman 13 None
Trustee and Director, FBL
Financial Group, Inc.;
President and Director,
Iowa Farm Bureau
Federation and other
affiliates of the
foregoing; Director,
American Farm Bureau
Federation, Farm Bureau
Mutual Insurance Company,
Western Agricultural
Insurance Company and
Western Ag Insurance
Agency, Inc.; President
and Director, EquiTrust
Series Fund, Inc. and
EquiTrust Money Market
Fund, Inc.; Member,
Coordinating Committee,
Growmark, Inc. (a
regional agricultural
cooperative); past
member, Cattlemen's Beef
Board
William J. Oddy (58)* Chief Executive Since 1981 Chief Executive Officer 13 Director, American Equity
Officer and and Management Director, Investment Life Insurance
Trustee FBL Financial Group, Company, Berthel
Inc.; Chief Executive Fisher & Company, Inc.
Officer, Farm Bureau Life and Berthel Fisher &
Insurance Company and Company Financial
other affiliates of the Services, Inc.
foregoing, Farm Bureau
Mutual Insurance Company
and Western Farm
Insurance Agency; Chief
Executive Officer and
Director, EquiTrust Life
Insurance Company and
other affiliates of the
foregoing and RIK, Inc.
(a real estate investment
company); Chief Executive
Officer and Manager,
EquiTrust Marketing
Services,
</Table>
4
<Page>
<Table>
<Caption>
TERM OF NUMBER OF
OFFICE & PORTFOLIOS IN
LENGTH FUND COMPLEX
NAME, ADDRESS POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) TO BE OVERSEEN OTHER DIRECTORSHIPS
AND AGE WITH FUND SERVED(1) DURING PAST FIVE YEARS BY NOMINEE HELD BY NOMINEE
- --------------------------------------------------------------------------------------------------------------------------
LLC; Chief Executive
Officer, Chief Financial
Officer and Director,
EquiTrust Investment
Management Services,
Inc.; President and
Director, FBL Real Estate
Ventures, Ltd.; Vice
President, Western
Computer Services, Inc.
INDEPENDENT TRUSTEES/
NOMINEES
Erwin H. Johnson (60) Trustee Since 1989 Farmer; Owner and 13 Director, First Security
1841 March Avenue Manager, Center View Bank and Trust Co.
Charles City, Iowa Farms Co.; Farm Financial (Charles City, Iowa)
50616-9115 Planner; Iowa State
University Cooperative
Extension Service Seed
Sales; Syngenta;
Director, Ag Ventures
Alliance; Council Member,
West St. Charles United
Methodist Church;
Director, Iowa 4-H
Foundation
Kenneth Kay (60) Trustee Since 1996 President, K-Ranch Inc. 13 Director, First Whitney
51606 590th Street Bank & Trust (Atlantic,
Atlantic, Iowa Iowa)
50022-8233
Paul E. Larson (50) N/A Nominee Part-time consultant, 13 Nominee, Board of
588 Chardonnay Point Scarborough Retirement Directors, Wellmark, Inc.
Waukee, Iowa Services, LLC; retired
50263 President, Equitable Life
Insurance Company of Iowa
and related entities
Steven W. Plate (47) N/A Nominee CPA/Owner, Plate, 13 None
c/o Plate, Baker & Co. Baker & Co., P.C.,
1003 Main Street Certified Public
Grinnell, Iowa Accountants
50112
</Table>
5
<Page>
<Table>
<Caption>
TERM OF NUMBER OF
OFFICE & PORTFOLIOS IN
LENGTH FUND COMPLEX
NAME, ADDRESS POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) TO BE OVERSEEN OTHER DIRECTORSHIPS
AND AGE WITH FUND SERVED(1) DURING PAST FIVE YEARS BY NOMINEE HELD BY NOMINEE
- --------------------------------------------------------------------------------------------------------------------------
Erlin J. Weness (58) N/A Nominee Owner and Operator, 13 Director, First State
1620 Pinewood Drive Weness Consulting; Bank Southwest
Worthington, Minnesota Extension Educator - (Worthington, Minnesota),
56187 Farm Management, First State Insurance
University of Minnesota Agency (Worthington,
Minnesota) and First
Rushmore Bancorporation
(Worthington, Minnesota)
</Table>
- ------------------------
1 Each trustee shall serve as a trustee of the Fund until the next meeting
of shareholders called for the purpose of conducting the election of
such trustee or a successor to such trustee, and until his successor is
elected and qualified, or until such trustee dies, resigns or is
removed.
2 All interested trustees maintain the same business address of 5400
University Avenue, West Des Moines, Iowa 50266.
* "Interested Person" of the Fund as defined in Section 2(a)(19) of the
Investment Company Act of 1940. Messrs. Lang and Oddy are interested
trustees of the Fund by virtue of their positions with the Adviser
and/or affiliated persons of the Adviser. Mr. Lang is an affiliate of
the Adviser by reason of his positions with companies affiliated with
the Adviser.
The following table lists the current officers of the Fund not disclosed in
the previous table and their ages; addresses; principal occupation(s) and other
business affiliations, including their position(s), if any, with regard to the
Adviser and related entities; the year in which each officer was first elected
to the Fund and other directorships held by each officer.
OFFICERS OF THE FUND
<Table>
<Caption>
TERM OF
OFFICE &
NAME, ADDRESS LENGTH
AND AGE OF POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
OFFICER(1) WITH FUND SERVED(2) DURING PAST FIVE YEARS HELD BY OFFICER
- ---------------------------------------------------------------------------------------------------------
Stephen M. Morain (57) Senior Vice Since 1982 General Counsel and Assistant N/A
President and Secretary, Iowa Farm Bureau
General Counsel Federation; General Counsel,
Secretary and Director, Farm
Bureau Management Corporation;
Senior Vice President and
General Counsel, FBL Financial
Group, Inc. and other
affiliates of the foregoing,
Farm Bureau Mutual Insurance
Company and Western Farm
Insurance Agency; Senior Vice
President, General Counsel and
Manager, EquiTrust Marketing
Services, LLC; Senior Vice
President, General Counsel and
Director, EquiTrust Investment
Management Services, Inc.
</Table>
6
<Page>
<Table>
<Caption>
TERM OF
OFFICE &
NAME, ADDRESS LENGTH
AND AGE OF POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
OFFICER(1) WITH FUND SERVED(2) DURING PAST FIVE YEARS HELD BY OFFICER
- ---------------------------------------------------------------------------------------------------------
JoAnn Rumelhart (49) Executive Vice Since 2000 Executive Vice President and N/A
President General Manager - Life Cos.,
FBL Financial Group, Inc.;
Executive Vice President and
General Manager, Farm Bureau
Life Insurance Company and
other affiliates of the
foregoing; Executive Vice
President and Director,
EquiTrust Investment
Management Services, Inc.;
Executive Vice President and
Manager, EquiTrust Marketing
Services, LLC; Executive Vice
President, EquiTrust Money
Market Fund, Inc. and
EquiTrust Series Fund, Inc.;
Vice President, FBL Insurance
Brokerage, Farm Bureau Mutual
Insurance Company and other
affiliates of the foregoing
James W. Noyce (47) Chief Financial Since 1996 Chief Financial Officer and N/A
Officer, Chief Chief Administrative Officer,
Administrative FBL Financial Group, Inc. and
Officer and other affiliates of the
Treasurer foregoing, Farm Bureau Mutual
Insurance Company and other
affiliates of the foregoing;
Chief Financial Officer, Chief
Administrative Officer and
Treasurer, EquiTrust Money
Market Fund, Inc. and
EquiTrust Series Fund, Inc.;
Chief Financial Officer, Chief
Administrative Officer,
Treasurer and Manager,
EquiTrust Marketing Services,
LLC; Chief Executive Officer,
Western Computer Services,
Inc.; Vice President,
Treasurer and Director,
EquiTrust Investment
Management Services, Inc. and
FBL Real Estate Ventures,
Ltd.; President, Treasurer and
Director, FBL Leasing
Services, Inc.
John M. Paule (46) Chief Marketing Since 2000 Chief Marketing Officer, FBL N/A
Officer Financial Group, Inc. and
other affiliates of the
foregoing, Farm Bureau Mutual
Insurance Company and other
affiliates of the foregoing;
Chief Marketing Officer and
Director, EquiTrust Investment
Management Services, Inc.;
Chief Marketing Officer and
Manager, EquiTrust Marketing
Services, LLC
Lou Ann Sandburg (54) Vice Since 1999 Vice President - Investments N/A
President - and Assistant Treasurer, FBL
Investments and Financial Group, Inc. and
Assistant other affiliates of the
Treasurer foregoing, Farm Bureau Mutual
Insurance Company and Western
Farm Insurance Agency; Vice
President - Investments,
Assistant Treasurer and
Director, EquiTrust Investment
Management Services, Inc.;
Vice President, Assistant
Treasurer and Manager,
EquiTrust Marketing Services,
LLC and Western Computer
Services, Inc.; Vice
President, FBL Financial
Services, Inc. and other
</Table>
7
<Page>
<Table>
<Caption>
TERM OF
OFFICE &
NAME, ADDRESS LENGTH
AND AGE OF POSITION(S) HELD OF TIME PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
OFFICER(1) WITH FUND SERVED(2) DURING PAST FIVE YEARS HELD BY OFFICER
- ---------------------------------------------------------------------------------------------------------
affiliates of the foregoing;
Vice President and Director,
FBL Leasing Services, Inc.;
Vice President, Secretary and
Director, FBL Real Estate
Ventures, Ltd.
Dennis M. Marker (51) Vice Since 1982 Vice President - Investment N/A
President - Administration, FBL Financial
Investment Group, Inc. and other
Administration affiliates of the foregoing,
Farm Bureau Mutual Insurance
Company and Western Farm
Insurance Agency; President
and Director, EquiTrust
Investment Management
Services, Inc.; Vice
President - Investment
Administration and Manager,
EquiTrust Marketing Services,
LLC; Vice President and
Director, FBL Leasing
Services, Inc.
Sue A. Cornick (42) Sr. Market Since 1990 Sr. Market Conduct and Mutual N/A
Conduct and Funds Vice President and
Mutual Funds Secretary, EquiTrust
Vice President Investment Management
and Secretary Services, Inc. and other
affiliates of the foregoing
Kristi Rojohn (40) Assistant Since 1990 Investment Compliance Vice N/A
Secretary President and Assistant
Secretary, EquiTrust
Investment Management
Services, Inc. and EquiTrust
Marketing Services, LLC;
Assistant Secretary, EquiTrust
Money Market Fund, Inc. and
EquiTrust Series Fund, Inc.
Susan M. Coombs (42) Mutual Fund Since 2002 Mutual Fund Accounting N/A
Accounting Director, EquiTrust Investment
Director Management Services, Inc. and
other affiliates of the
foregoing
</Table>
- ---------------------------
1 All officers maintain the same business address of 5400 University
Avenue, West Des Moines, Iowa 50266.
2 Officers are elected annually by the Board of Trustees and their terms
continue until they are replaced or resign.
The trustees affiliated with the Adviser serve without any compensation from
the Fund. Each trustee who is not affiliated with the Adviser receives an annual
retainer of $5,000 for serving on the boards of all EquiTrust Funds and a fee of
$1,000 plus expenses for each meeting of the EquiTrust Funds attended. A fee of
$250 is paid for each telephonic board or committee meeting attended. The table
below shows the aggregate compensation paid to each trustee by the Fund for its
fiscal year ended December 31, 2002. The last column of the table shows the
total compensation received by the trustees for fiscal year ended December 31,
2002 for services as a trustee of the Fund and the other EquiTrust Funds
(EquiTrust Money Market Fund, Inc. and EquiTrust Series Fund, Inc.).
8
<Page>
<Table>
<Caption>
TOTAL COMPENSATION
AGGREGATE PENSION AND RETIREMENT FROM ALL FUNDS IN
COMPENSATION FROM BENEFITS ACCRUED AS PART THE EQUITRUST
NAME OF TRUSTEE THE FUND OF FUND EXPENSES COMPLEX
- --------------------------------------------------------------------------------------------------------
Mr. Bartling* $3,500 $0 $10,500
- --------------------------------------------------------------------------------------------------------
Mr. Johnson 3,500 0 10,500
- --------------------------------------------------------------------------------------------------------
Mr. Pietz* 3,500 0 10,500
- --------------------------------------------------------------------------------------------------------
Mr. Kay 3,500 0 10,500
- --------------------------------------------------------------------------------------------------------
Mr. Lang** 0 0 0
- --------------------------------------------------------------------------------------------------------
Mr. Oddy** 0 0 0
- --------------------------------------------------------------------------------------------------------
</Table>
* Mr. Bartling will resign from the Fund effective May 21, 2003; Mr. Pietz
resigned from the Fund effective February 13, 2003.
** Interested persons of the Fund. Mr. Lang was elected as a trustee of the
Fund effective February 14, 2002.
Trustees and officers of the Fund do not receive any benefits from the Fund
upon retirement, nor does the Fund accrue any expenses for pension or retirement
benefits.
COMMITTEES OF BOARD OF TRUSTEES AND MEETING ATTENDANCE
The Board of Trustees has established an Audit Committee. The Audit
Committee of the Fund recommends the selection of independent auditors for the
Fund, reviews with such independent public accountants the planning, scope and
results of their audit of the Fund's financial statements and the fees for
services performed, reviews the financial statements of the Fund and receives
audit reports. The Audit Committee is comprised of only independent trustees.
The current members are Messrs. Bartling, Johnson and Kay. The Audit Committee
met twice during the fiscal year ended December 31, 2002.
The Board of Trustees has also established a Nominating Committee. The
Nominating Committee of the Fund selects and nominates all nominees for those
trustee positions to be held by individuals who are not interested persons of
the Fund. The Nominating Committee is comprised of only independent trustees.
The current members are Messrs. Bartling, Johnson and Kay. The Nominating
Committee met twice during the fiscal year ended December 31, 2002. Because the
Fund does not hold regular shareholder meetings, the Committee has not
established procedures for shareholders to submit recommendations for names to
the Board of Trustees.
The Fund's Board of Trustees held four meetings during the fiscal year ended
December 31, 2002. During the last fiscal year, each trustee attended 75% or
more of the Fund's Board meetings, and the committee meetings if a member
thereof.
9
<Page>
The following table sets forth the dollar range of securities owned in the
underlying portfolios of the Fund by each Nominee for Trustee and the aggregate
dollar range of securities for all Funds in the EquiTrust family owned by each
Nominee for Trustee as of December 31, 2002.
<Table>
<Caption>
AGGREGATE DOLLAR RANGE OF EQUITY SECURITIES
DOLLAR RANGE OF SECURITIES IN THE IN ALL FUNDS OVERSEEN BY NOMINEE IN
NAME OF NOMINEE UNDERLYING PORTFOLIOS OF THE FUND FAMILY OF INVESTMENT COMPANIES
- ------------------------------------------------------------------------------------------------------------------------
INTERESTED NOMINEES:
Craig A. Lang Managed $1 - $10,000 $10,001 - $50,000
Blue Chip $1 - $10,000
Value Growth $1 - $10,000
William J. Oddy Value Growth $10,001 - $50,000 $10,001 - $50,000
INDEPENDENT NOMINEES:
Erwin H. Johnson None $50,001 - $100,000
Kenneth Kay None $1 - $10,000
Paul E. Larson None None
Steven W. Plate None None
Erlin J. Weness None None
- ------------------------------------------------------------------------------------------------------------------------
</Table>
As of March 7, 2003, the officers, trustees and nominees, in the aggregate,
own less than 1% of each Portfolio's outstanding shares.
THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE ELECTION OF EACH NOMINEE FOR TRUSTEE.
2. APPROVAL OF THE AMENDED AND RESTATED INVESTMENT ADVISORY AND MANAGEMENT
SERVICES AGREEMENT
EquiTrust Investment Management Services, Inc. currently serves as the
investment adviser for the Fund. The Adviser has served in this capacity since
the Fund commenced operations in April, 1987. In addition, the Adviser serves as
the Fund's Distributor; Administrator; Principal Underwriter; and Shareholder
Service, Dividend Disbursing and Transfer Agent; as well as provides accounting
services to the Fund. The Adviser is a wholly owned subsidiary of FBL Financial
Services, which is a wholly owned subsidiary of FBL Financial Group, Inc., an
Iowa corporation, 62.5% of whose outstanding voting stock is owned by Iowa Farm
Bureau Federation, an Iowa not-for-profit corporation. Each of these entities is
located at 5400 University Avenue, West Des Moines, Iowa 50266. Kansas Farm
Bureau, 2627 KFB Plaza, Manhattan, Kansas 66502, owns 9.0% of the outstanding
voting stock of FBL Financial Group, Inc. The Adviser also acts as the
investment adviser to individuals, institutions and the other EquiTrust Funds:
EquiTrust Series Fund, Inc. and EquiTrust Money Market Fund, Inc. Personnel of
the Adviser also manage investments for the portfolios of affiliated insurance
companies, including Farm Bureau Life Insurance Company and EquiTrust Life
Insurance Company.
The officers and trustees of the Fund hold similar positions with EquiTrust
Money Market Fund, Inc. and EquiTrust Series Fund, Inc. Officers of the Fund
receive no compensation from the Fund. The officers of the Fund hold office
until their successors are chosen and qualified. The Fund's officers are
elected, generally on an annual basis, by the Board of Trustees. Some of the
officers and the interested trustees of the Fund also serve as officers and
directors of the Adviser and related
10
<Page>
entities. The following trustees and officers of the Fund are also directors or
officers of the Adviser: William J. Oddy, Stephen M. Morain, JoAnn Rumelhart,
James W. Noyce, John M. Paule, Lou Ann Sandburg, Dennis M. Marker, Sue A.
Cornick, Kristi Rojohn and Susan M. Coombs. Specifically, Mr. Oddy, an
interested trustee of the Fund, serves as Chief Executive Officer, Chief
Financial Officer and director of the Adviser. Mr. Lang, also an interested
trustee of the Fund, is an affiliate of the Adviser by reason of his positions
with companies affiliated with the Adviser.
The following table lists additional executive officers and directors of the
Adviser who are not directors or officers of the Fund, including their
address(es); principal occupation(s) and other business affiliations, including
their position(s) with regard to the Adviser and related entities.
<Table>
<Caption>
NAME AND ADDRESS(1) POSITION(S) HELD WITH ADVISER PRINCIPAL OCCUPATION(S) DURING PAST FIVE YEARS
- ----------------------------------------------------------------------------------------------------------------
Thomas E. Burlingame Vice President and Director Vice President - Associate General Counsel,
FBL Financial Group, Inc., and other
affiliates of the foregoing, Farm Bureau
Mutual Insurance Company and Western Farm
Insurance Agency; Vice President, Secretary
and Director, FBL Leasing Services, Inc.; Vice
President and Manager, EquiTrust Marketing
Services, LLC
Lynn E. Wilson Vice President and Director Vice President - Life Sales, FBL Financial
Group, Inc., and other affiliates of the
foregoing; President and Manager, EquiTrust
Marketing Services, LLC
</Table>
- ------------------------
1 All directors and officers of the Adviser maintain the same business
address of 5400 University Avenue, West Des Moines, Iowa 50266.
The current Investment Advisory and Management Services Agreement ("the
Agreement"), dated April 6, 1987, was approved by a vote of at least a majority
of the outstanding shares of the Fund and was later amended on August 21, 1990
and May 1, 1997. The Agreement was last presented to the shareholders of the
Fund at a meeting on November 19, 1991, for the purpose of approving
continuation of the Agreement. Under the Agreement, the Adviser handles the
investment and reinvestment of the Fund's assets and provides for the Fund, at
the Adviser's expense, office space and facilities, certain business equipment,
advisory, research and statistical facilities, clerical services and personnel
as may be necessary to administer the business affairs of the Fund. The Adviser
also has agreed to arrange for any of its officers and directors to serve
without salary as trustees, officers or agents of the Fund if duly elected to
such positions. The Adviser is not required to pay expenses of the Fund other
than as set forth above.
As compensation for the investment advisory and management services and the
aforementioned facilities and administrative services to be provided by the
Adviser, the Fund has agreed to pay the
11
<Page>
Adviser an annual management fee, accrued daily and payable monthly, based on
the average daily net assets of each portfolio as follows:
<Table>
<Caption>
AVERAGE DAILY NET ASSETS
PORTFOLIO FIRST $200 MILLION SECOND $200 MILLION OVER $400 MILLION
- ------------------------------------------------------------------------------------------------------------------
Value Growth 0.45% 0.45% 0.40%
- ------------------------------------------------------------------------------------------------------------------
High Grade Bond 0.30% 0.275% 0.25%
- ------------------------------------------------------------------------------------------------------------------
Strategic Yield 0.45% 0.45% 0.40%
- ------------------------------------------------------------------------------------------------------------------
Managed 0.45% 0.45% 0.45%
- ------------------------------------------------------------------------------------------------------------------
Money Market 0.25% 0.25% 0.25%
- ------------------------------------------------------------------------------------------------------------------
Blue Chip 0.20% 0.20% 0.20%
- ------------------------------------------------------------------------------------------------------------------
</Table>
For the fiscal year ended December 31, 2002, the Fund paid the following
fees to the Adviser:
<Table>
<Caption>
HIGH
VALUE GRADE STRATEGIC MONEY BLUE
GROWTH BOND YIELD MANAGED MARKET CHIP
FEE PAID TO ADVISER PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
- -----------------------------------------------------------------------------------------------------------------------
Investment advisory and management fees $194,610 $67,034 $98,281 $246,390 $20,549 $142,184
Accounting fees 21,623 11,172 10,920 27,377 4,110 30,000
</Table>
The Adviser also serves as investment adviser for EquiTrust Money Market
Fund, Inc. and EquiTrust Series Fund, Inc. Both EquiTrust Money Market Fund,
Inc. and the Money Market Portfolio of the EquiTrust Series Fund, Inc. have an
investment objective similar to that of the Money Market Portfolio of the
EquiTrust Variable Insurance Series Fund. In addition, each of the portfolios of
the EquiTrust Series Fund, Inc. has an investment objective similar to that of a
corresponding portfolio of the Fund. The following table summarizes the net
assets of the other funds as of December 31, 2002 and the rate of compensation
paid to the Adviser by these funds:
<Table>
<Caption>
AVERAGE DAILY NET ASSETS
NET ASSETS AS OF FIRST $200 SECOND $200 OVER $400
FUND AND PORTFOLIO DECEMBER 31, 2002 MILLION MILLION MILLION
- ------------------------------------------------------------------------------------------------------------------
EQUITRUST MONEY MARKET FUND, INC. $21,023,095 0.25% 0.25% 0.25%
- ------------------------------------------------------------------------------------------------------------------
EQUITRUST SERIES FUND, INC.
- ------------------------------------------------------------------------------------------------------------------
Value Growth $60,840,766 0.50% 0.45% 0.40%
- ------------------------------------------------------------------------------------------------------------------
High Grade Bond $16,337,137 0.40% 0.35% 0.30%
- ------------------------------------------------------------------------------------------------------------------
Strategic Yield $12,916,194 0.55% 0.50% 0.45%
- ------------------------------------------------------------------------------------------------------------------
Managed $34,944,481 0.60% 0.55% 0.50%
- ------------------------------------------------------------------------------------------------------------------
Money Market $ 4,863,693 0.25% 0.25% 0.25%
- ------------------------------------------------------------------------------------------------------------------
Blue Chip $44,181,072 0.25% 0.25% 0.25%
- ------------------------------------------------------------------------------------------------------------------
</Table>
The Adviser voluntarily waived certain fees for the EquiTrust Money Market
Fund, Inc. and the Money Market portfolio of the EquiTrust Series Fund, Inc.
These waivers may be revoked at any
12
<Page>
time at the option of the Adviser. No fees have been waived for the EquiTrust
Variable Insurance Series Fund. The following table is a summary of the fees
waived:
<Table>
<Caption>
CLASS OF SHARES BEGINNING DATE OF AMOUNT OF
FUND FEE WAIVED AFFECTED WAIVER FEE WAIVED
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Money Market Fund, Inc. Management Fees November 15, 2002 0.25%
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Money Market Fund, Inc. Transfer Agent Fees January 24, 2003 0.25%
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Series Fund, Inc. - Management Fees Class A and I January 1, 2002 0.25%
Money Market Portfolio
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Series Fund, Inc. - Administrative Class A February 2, 2002 0.25%
Money Market Portfolio Service Fees
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Series Fund, Inc. - Transfer Agent Fees Class A November 22, 2002 0.218%
Money Market Portfolio
- --------------------------------------------------------------------------------------------------------------------
EquiTrust Series Fund, Inc. - Accounting Fees Class A and I January 24, 2003 0.05%
Money Market Portfolio
- --------------------------------------------------------------------------------------------------------------------
</Table>
The Agreement continues in effect as to each Portfolio from year to year as
long as its continuation is approved annually by vote of a majority of the
Portfolio's outstanding shares or by the Fund's Board of Trustees, including, in
either event, a majority of those trustees who are not parties to such agreement
or "interested persons" (as such term is defined in the Investment Company Act
of 1940) of any such party except in their capacities as trustees of the Fund.
It may be terminated as to any Portfolio without penalty at any time upon 60
days' notice by the Adviser, or by the Portfolio by vote of the Fund's Board of
Trustees, or by a majority vote of the Portfolio's outstanding shares, and will
terminate automatically upon assignment. The Agreement was most recently
approved for continuance on November 14, 2002, by the Board of Trustees,
including a vote of a majority of the trustees who are not "interested persons"
of either party to the Agreement.
Due to changes in names of both the Fund and the Adviser, the current
Agreement has become outdated. The Agreement has been revised to reflect the
current names of the Fund and the Adviser and make certain other minor changes
to the Agreement, described below, none of which materially affect the nature or
level of services provided by the Adviser, or affect the Advisory fees paid by
the Fund. At its February 13, 2003 meeting, the Board of Trustees, including the
independent trustees, evaluated the Amended and Restated Investment Advisory and
Management Services Agreement (the "Amended Agreement") and, believing that the
terms of the Amended Agreement are fair and in the best interests of the Fund
and its shareholders, approved the Amended Agreement, subject to approval by the
shareholders of the Fund.
The current Agreement sets forth specific provisions regarding the duties of
the Adviser. The Amended Agreement has been updated to delete certain language
regarding consultation with the Board that is duplicative of other language in
the Agreement concerning limitation of advisory services. The current Agreement
provides that the Adviser may also act as underwriter for the Fund pursuant to a
separate agreement. The Amended Agreement expands this to provide that the
Adviser may also act as distributor, transfer agent and/or shareholder service
agent for the Fund and/ or perform accounting services for the Fund and may be
compensated for providing such services. In addition, the Investment Company Act
of 1940 includes requirements for amending investment advisory agreements. The
current Agreement sets forth the specific requirements of the Investment
13
<Page>
Company Act of 1940, whereas the Amended Agreement states that any amendment
shall be subject to the Investment Company Act of 1940.
In approving the Amended Agreement, the Board of Trustees considered, among
other factors, the nature and quality of the services provided under the Amended
Agreement and the overall fairness of the Amended Agreement to the Fund. The
Board also considered that, other than minor changes, the Agreement between the
Fund and the Adviser has not been altered and that the advisory fee rates did
not change.
An affirmative vote of the holders of a majority of the outstanding shares
of each Portfolio is required for the approval of the Amended Agreement. As
defined in the Investment Company Act of 1940, a vote of the holders of a
majority of the outstanding shares of a Portfolio means the vote of (i) 67% or
more of the voting shares of the Portfolio present at the meeting, if the
holders of more than 50% of the outstanding shares of the Portfolio are present
in person or by proxy, or (ii) more than 50% of the outstanding voting shares of
the Portfolio, whichever is less. If the shareholders of a Portfolio do not
approve the Amended Agreement, the Portfolio will continue to operate under the
current Agreement. The proposed Amended Agreement will be sent back to the Fund
Board of Trustees to determine what action is best for the shareholders of the
Portfolio.
The form of the Amended Agreement for the Fund is attached as Exhibit "A".
You should read the form of the Amended Agreement. The description in this Proxy
Statement is only a summary of the Amended Agreement.
THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS OF
EACH PORTFOLIO VOTE FOR THE APPROVAL OF THE AMENDED AND RESTATED INVESTMENT
ADVISORY AND MANAGEMENT SERVICES AGREEMENT.
3. SELECTION OF INDEPENDENT AUDITORS
The members of the Fund's Board of Trustees who are not "interested persons"
of the Fund have unanimously selected Ernst & Young LLP ("E&Y"), independent
public accountants, as independent auditors to audit the books and records of
the Fund for the fiscal year ending December 31, 2003. E&Y has served the Fund
in this capacity since 1987 and has no direct or indirect financial interest in
the Fund except as independent auditors. The selection of E&Y as independent
auditors of each Portfolio is being submitted to the shareholders for
ratification, which requires the affirmative vote of a majority of the shares of
the Fund present and entitled to vote on the matter. A representative of E&Y is
expected to be present at the Special Meeting and will be available to respond
to any appropriate questions and to make a statement if he or she wishes.
The following sets forth the fees that E&Y has billed to the Fund, the other
EquiTrust Funds and to the Adviser and affiliates of the Adviser that provide
services to the Fund, for the Fund's most recent fiscal year.
Audit Fees: For the Fund's fiscal year ended December 31, 2002, the
aggregate fees billed by E&Y for professional services rendered for the audit of
the Fund's financial statements was $39,500.
14
<Page>
Financial Information Systems Design and Implementation Fees: E&Y did not
provide any financial information systems design and implementation services to
the Fund or the Adviser for the Fund's fiscal year ended December 31, 2002.
All Other Fees: For the Fund's fiscal year ended December 31, 2002, the
aggregate fees billed by E&Y included $2,702 for audit-related expenses of the
Fund; $57,173 for fees related to the audits of EquiTrust Money Market Fund,
Inc. and EquiTrust Series Fund, Inc. and $15,000 for services performed by
Ernst & Young for EquiTrust Investment Management Services, Inc. and EquiTrust
Marketing Services, LLC, affiliates of the Fund that provide support for the
operations of the Fund.
The Audit Committee of the Board of Trustees of the Fund has reviewed the
statement of independence provided by E&Y, considered whether the provision of
additional services by the firm is compatible with such firm's independence with
respect to the Fund, and concluded that the additional services provided by E&Y
does not compromise that firm's independence with regard to the Fund.
THE FUND'S BOARD OF TRUSTEES UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS VOTE
FOR THE RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS.
ADDITIONAL INFORMATION ABOUT MEETING
SHAREHOLDER PROPOSALS
Since the Fund does not hold regular meetings of its shareholders, the date
of the next special shareholder meeting cannot be anticipated. Any shareholder
who wishes to submit a proposal for consideration at the next meeting of
shareholders, when and if it is called, should submit such proposal to the Fund.
OWNERSHIP OF FUND SHARES
As of December 31, 2002, Farm Bureau Life Insurance Company, EquiTrust Life
Insurance Company (an affiliate) and their related separate accounts, all
located at 5400 University Avenue, West Des Moines, Iowa 50266-5997, owned
greater than 5% of the outstanding shares in each Portfolio of the Fund. As a
group, these entities owned the following percentages of each Portfolio: 99.99%
of the Value Growth Portfolio; 99.59% of the High Grade Bond Portfolio; 99.61%
of the Strategic Yield Portfolio; 99.92% of the Managed Portfolio; 97.18% of the
Money Market Portfolio; and 99.90% of the Blue Chip Portfolio.
To the knowledge of the Fund, no single policy owner has more than 5%
ownership in any underlying Portfolio of the Fund.
GENERAL
Management does not intend to present and does not have reason to believe
that any other items of business will be presented at the Fund's Special
Meeting. However, if other matters are properly presented to the Special Meeting
for a vote, the proxies will be voted upon such matters in accordance with the
judgment of the person acting under the proxies.
Failure of a quorum to be present at the Special Meeting will necessitate
adjournment and will subject the Fund to additional expense. The persons named
in the enclosed proxy may also move for
15
<Page>
an adjournment of the Special Meeting to permit further solicitation of proxies
with respect to any of the proposals if they determine that adjournment and
further solicitation is reasonable and in the best interests of the
shareholders. Abstentions will have no effect on the matter of adjournment.
IF YOU CANNOT BE PRESENT IN PERSON, YOU ARE REQUESTED TO COMPLETE, SIGN AND
RETURN THE ENCLOSED PROXY PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE
UNITED STATES.
/s/ Craig A. Lang
Craig A. Lang
PRESIDENT
16
<Page>
EXHIBIT A
FORM OF AMENDED AND RESTATED
INVESTMENT ADVISORY AND
MANAGEMENT SERVICES AGREEMENT
This Agreement made this 6th day of April, 1987, as amended August 21, 1990
and May 1, 1997, and as further amended and restated the 21st day of May, 2003,
by and between EQUITRUST VARIABLE INSURANCE SERIES FUND, a Massachusetts
business trust (the "Fund"), and EQUITRUST INVESTMENT MANAGEMENT SERVICES, INC.,
a Delaware corporation ("EquiTrust");
WHEREAS, the original Agreement between the Fund and EquiTrust made April 6,
1987 was approved by the vote of at least a majority (as defined in the
Investment Company Act of 1940 ("ICA")) of the outstanding shares of the Fund
became effective on April 6, 1987 and was later amended on August 21, 1990 and
May 1, 1997;
WHEREAS, the Fund and EquiTrust wish to amend and restate the original
Agreement as amended (i) to reflect the current names of the Fund, the
portfolios of the Fund and EquiTrust, and (ii) to make other minor
modifications; and it is amended and restated hereby:
WITNESSETH:
In consideration of the mutual covenants herein contained, it is agreed as
follows:
1. Advisory Services. EquiTrust shall furnish investment research and
advice to the Fund and shall manage the investment and reinvestment of the
assets of the portfolios currently offered or to be offered by the Fund (the
"Portfolios") and its business affairs and matters incidental thereto, all
subject to the supervision of the Board of Trustees of the Fund (the "Board"),
and the provisions of the Declaration of Trust and By-Laws of the Fund and any
resolutions adopted by the Board. EquiTrust shall for all purposes herein
provided be deemed to be an independent contractor and shall, unless otherwise
expressly provided or authorized herein, have no authority to act for or
represent the Fund in any way or otherwise be deemed an agent for the Fund. The
Fund shall also be free to retain, at its own expense, other persons to provide
it with any services whatsoever including, but not limited to statistical,
factual or technical information or advice. The services of EquiTrust herein
provided are not to be deemed exclusive and EquiTrust shall be free to render
similar services or other services to others as long as its services hereunder
shall not be impaired thereby.
2. Limitations on Advisory Services. EquiTrust shall perform the services
under this Agreement subject to the supervision and review of the Board of
Trustees and in a manner consistent with the objectives, policies and
restrictions of each Portfolio of the Fund as stated in its Registration
Statement, as amended from time to time, the provisions of the ICA and the
applicable requirements of the Internal Revenue Code of 1986.
17
<Page>
3. Duties of Adviser. In carrying out its obligations to manage the
investment and reinvestment of the assets of the Fund, EquiTrust shall, as
appropriate and consistent with the limitations set forth in Paragraph 2 hereof:
(a) perform research and obtain and evaluate pertinent economic,
statistical and financial data relevant to the investment
polices of each Portfolio of the Fund as set forth in the
prospectus for the Fund, as amended from time to time;
(b) make and carry out day-to-day decisions to acquire or dispose
of permissible investments, manage the investments and any
other property of the Fund, and provide or obtain such services
as may be necessary in managing, acquiring or disposing of
investments; and
(c) determine the composition of the assets of each of the
Portfolios, including the purchase, retention or sale of the
securities and cash contained in those Portfolios.
4. Report to Board. EquiTrust, either through persons employed by it or at
its expense, shall furnish to the Board at least once every quarter a schedule
of investments and other assets held in the Portfolios and a statement of all
purchases and sales for the Portfolios, except short-term money market
instruments, made during the period since the last report.
5. Records. EquiTrust agrees to preserve for the period prescribed by the
rules and regulations of the Securities and Exchange Commission all records
EquiTrust maintains for the Fund as are required to be maintained pursuant to
said rules. EquiTrust agrees that all such records shall be the property of the
Fund and shall be made available, within five (5) business days of the request,
to the Fund's accountants or auditors during regular business hours at
EquiTrust's offices upon prior written notice. In the event of termination of
this Agreement for any reason, all such records shall be returned promptly to
the Fund, free from any claim or retention of rights by EquiTrust. In addition,
EquiTrust will provide any materials, reasonably related to the investment
advisory services provided hereunder, as may be reasonably requested in writing
by the Trustees or officers of the Fund or as may be required by any
governmental agency having jurisdiction.
6. Expenses. EquiTrust shall at its expense furnish the Fund with office
space (in the offices of EquiTrust, or other such place or places as may be
agreed upon by the parties) and such office facilities, simple business
equipment, advisory, research and statistical facilities and clerical services
and personnel as may be necessary to administer the investment business of the
Fund. EquiTrust shall arrange, if desired by the Fund, for officers or employees
of EquiTrust to serve without salary from the Fund as Trustees, officers or
agents of the Fund if duly elected or appointed to such positions by the
shareholders of the Fund or by the Board thereof and subject to their individual
consent and to any limitations imposed by law. EquiTrust will not be required to
pay any other expenses of the Fund other than those expressly enumerated herein;
and in particular, but without limiting the generality of the foregoing,
EquiTrust will not be required to pay any of the following Fund expenses:
(1) expenses for services rendered by a custodian including those for the
safekeeping of the Fund's securities or other property and for keeping its books
of account, (2) charges and expenses of independent auditors, legal counsel, any
transfer or dividend disbursing agent, or any registrar of the
18
<Page>
Fund, (3) costs of acquiring and disposing of portfolio securities,
(4) interest, if any, on the obligations incurred by the Fund, (5) the cost of
calculating the net asset value of each Portfolio of the Fund as provided in the
Declaration of Trust and By-Laws of the Fund and Trust reports, (6) membership
dues in the Investment Company Institute or any similar organization, (7) the
cost of reports, notices to shareholders and other shareholder communications
and other like miscellaneous expenses, (8) expenses of any registration and
qualification of shares of the Fund for sale under federal securities laws and
the securities laws of any state or other jurisdiction, (9) telephone and
personnel costs incurred by EquiTrust and allocable to the above, (10) taxes and
fees payable to federal, state or other governmental agencies or otherwise, and
(11) expenses of underwriting and selling shares of stock issued by the Fund.
The Board shall determine how expenses are to be allocated among the existing
Portfolios, and the determination of the Board shall be final and binding. The
Fund shall not pay or incur any obligation for any management or administrative
expenses for which the Fund intends to seek reimbursement from EquiTrust as
herein provided without first obtaining the written approval of EquiTrust.
7. Compensation. For the services to be rendered and the charges and
expenses assumed and to be paid by the EquiTrust as provided herein, the Fund
shall pay EquiTrust compensation based on an annual percentage of the average
daily net assets of each Portfolio as follows:
<Table>
<Caption>
AVERAGE DAILY NET ASSETS
--------------------------
FIRST SECOND OVER
$200 $200 $400
PORTFOLIO MILLION MILLION MILLION
- ---------------------------------------------------------------
Managed 0.45% 0.45% 0.45%
Value Growth 0.45% 0.45% 0.40%
Strategic Yield 0.45% 0.45% 0.40%
High Grade Bond 0.30% 0.275% 0.25%
Money Market 0.25% 0.25% 0.25%
Blue Chip 0.20% 0.20% 0.20%
</Table>
Compensation under this Agreement shall be calculated and accrued for each
business day by applying the appropriate annual rates to the net assets of the
Portfolio in accordance with the formula set forth above as of the close of the
last business day preceding the day for which the fee is being calculated, and
dividing the sum so computed by the number of business days in the fiscal year.
The fees thus accrued shall be payable monthly, provided that such compensation
shall be paid proportionately for any other period ending with the termination
of this Agreement.
8. Limitation of Expenses. In the event that expenses of any Portfolio
chargeable to its income account (including amounts payable hereunder but
exclusive of brokerage fees, interest, taxes and extraordinary expenses for any
fiscal year ending on a date at which this Agreement is in effect) shall exceed
1.50% of the average daily net assets of the Portfolio for said fiscal year,
calculated on the basis of the average of all of the daily valuations of the net
assets of the Portfolio in effect as of the close of each business day during
said fiscal year, EquiTrust shall pay to the Portfolio the amount by which such
expenses exceed the applicable limitation, within three days after the
determination of the amount thereof. In no event shall EquiTrust be required to
reimburse the Portfolio in an amount exceeding its compensation for such period
from such Portfolio under this Agreement.
19
<Page>
9. Fund Transactions and Brokerage. EquiTrust agrees to determine the
securities to be purchased or sold by each Portfolio of the Fund, subject to the
provisions of Paragraphs 2 and 3 above, and to place orders pursuant to its
determinations either directly with the issuer, with any broker-dealer or
underwriter that specializes in the securities for which the order is made, or
with any other broker or dealer selected by EquiTrust, subject to the following
limitations.
EquiTrust is authorized to select the brokers or dealers that will execute
the purchases and sales of portfolio securities for each Portfolio of the Fund
and will use its best efforts to obtain the most favorable price and efficient
execution of the Fund's orders, taking into account all appropriate factors,
including: price; dealer spread or commission, if any; size and difficulty of
the transaction; the nature of the market for the security; the reliability,
financial condition and general execution and operational capabilities of the
broker-dealer; and the research, statistical and economic data furnished by the
broker-dealer to the Fund.
If, in the judgment of EquiTrust, the Fund or any Portfolio would be
benefited by supplemental investment research, EquiTrust is authorized to pay a
reasonable fee for such information. The expenses of the EquiTrust may not
necessarily be reduced as a result of receipt of such supplemental information.
EquiTrust or any of its affiliates may also use any investment research obtained
for the benefit of the Fund or any Portfolio thereof in providing investment
advice to its other investment advisory accounts.
10. Avoidance of Inconsistent Position. In connection with purchases or
sales of portfolio securities for the account of the Fund or any Portfolio,
neither EquiTrust nor any officer, director or shareholder of EquiTrust shall
act as principal or receive any commission other than its compensation provided
for in this Agreement. Such limitation, however, shall not prohibit the payment
of the usual and customary brokerage commissions to any of such parties in the
proper case. It is understood and agreed that EquiTrust, by virtue of a separate
agreement or agreements with the Fund, may also act as underwriter, distributor,
transfer agent and/or shareholder service agent for the Fund and/or perform
accounting services for the Fund, and may be compensated therefor.
The same securities held by the Fund may also be held by separate investment
accounts or other investment companies for which EquiTrust may act as an adviser
or by EquiTrust or its affiliates. Because of different investment objectives or
other factors, a particular security may be bought by EquiTrust or its
affiliates or for one or more clients when one or more clients are selling the
same security. If purchases or sales of securities for the Fund or other
entities for which EquiTrust or its affiliates act as investment adviser or for
their advisory clients arise for consideration at or about the same time, the
Fund agrees that EquiTrust may make transactions in such securities, in such
manner as is deemed equitable to all. To the extent that transactions on behalf
of more than one client of EquiTrust during the same period may increase demand
for securities being purchased or the supply of securities being sold, the Fund
recognizes that there may be an adverse effect on price.
It is agreed that, on occasions when EquiTrust deems the purchase or sale of
a security to be in the best interests of the Fund as well as other accounts or
companies, it may, to the extent permitted by applicable laws and regulations,
but not be obligated to, aggregate the securities to be sold or purchased for
the Fund with those to be sold or purchased for other accounts or companies in
order
20
<Page>
to obtain favorable execution and lower brokerage commissions. In that event,
allocation of the securities purchased or sold, as well as the expenses incurred
in the transaction, will be made by EquiTrust in the manner it considers to be
most equitable and consistent with its fiduciary obligations to the Fund and to
such other accounts or companies. The Fund recognizes that in some cases this
procedure may adversely affect the size of the position obtainable for a
Portfolio of the Fund.
11. Limitation of Liability of Adviser. EquiTrust shall not be liable for
any error of judgment or mistake of law, or for any loss suffered by the Fund in
connection with the matters to which this Agreement relates, except loss
resulting from willful misfeasance, bad faith or gross negligence on the part of
EquiTrust in the performance of its obligations and duties or by reasons of its
reckless disregard of its obligations and duties under this Agreement, except to
the extent otherwise provided by law. It is understood that the officers,
Trustees, agents and shareholders of the Fund are or may become interested in
EquiTrust as officers, directors, agents, shareholders or otherwise, and that
the officers, directors, shareholders and agents of EquiTrust may become
similarly interested in the Fund; and that the existence of any such dual
interest shall not affect the validity of this Agreement or any transaction
hereunder except as provided in the Declaration of Trust or By-Laws of the Fund
or Articles of Incorporation of EquiTrust, or by the specific provisions of
applicable law. Any person, even though also employed by EquiTrust , who may be
or become an employee of and paid by the Fund shall be deemed, when acting
within the scope of his employment by the Fund, to be acting in such employment
solely for the Fund and not as an employee or agent of EquiTrust.
12. Effective Date and Term. This Agreement shall not become effective
unless and until it is approved by the Fund's Board, including a majority of
Trustees who are not parties to this Agreement or "interested persons" (as
defined in the ICA) of any such party to this Agreement. This Agreement shall
come into full force and effect on the date which it is so approved, provided
that it shall not become effective as to any subsequently created Portfolio
until it has been approved by the Board of Trustees specifically for such
Portfolio.
As to each Portfolio of the Fund, the Agreement shall continue in effect
until the date of the first annual or special meeting of shareholders of the
Portfolio subsequent to its creation, but not later than one year after the
effective date of the Securities Act of 1933 Registration Statement for the
class of shares representing interests in that Portfolio, and shall thereafter
continue in effect from year to year so long as its continuance is approved
annually in the manner required by the ICA and the rules and regulations
thereunder; provided however that if the continuation of this Agreement is not
approved for a Portfolio, EquiTrust may continue to serve in such capacity for
such Portfolio in the manner and to the extent permitted by the ICA and the
rules and regulations thereunder. In connection with such approvals, the
Trustees shall request, and EquiTrust shall furnish, such information as may be
necessary to evaluate this Agreement.
As to each Portfolio of the Fund, this Agreement:
A. may be terminated without the payment of any penalty upon 60
days' written notice to EquiTrust either by the Board or by a
majority vote of those persons having voting rights in respect
of the affected Portfolio(s) of the Fund;
21
<Page>
B. shall automatically terminate if it is assigned (within the
meaning of the ICA ) by EquiTrust;
C. may be terminated by EquiTrust without payment of any penalty
upon 60 days' written notice to the Secretary of the Board; and
D. may be amended, changed, waived, discharged or terminated only
by an instrument in writing signed by the party against which
enforcement of the change, waiver, discharge or termination is
sought. Any amendment of this Agreement shall be subject to the
ICA.
13. Notices. Any notices under this Agreement shall be in writing
addressed and delivered or mailed, postage prepaid, to the other party at such
address as such other party may designate for the receipt of such notice.
14. Miscellaneous. The captions in this Agreement are included for
convenience or reference only and in no way define or limit any of the
provisions hereof or otherwise effect their construction or effect. This
Agreement may be executed simultaneously in two or more counterparts, each of
which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
The Declaration of Trust establishing the Fund, a copy of which (together
with any and all amendments thereto) is on file in the Office of the Secretary
of the Commonwealth of Massachusetts, provides that all persons extending credit
to, contracting with or having any claim against the Fund or the Trustees shall
look only to the assets of the Fund for payment under such credit, contract or
claim, and that neither the shareholders nor the Trustees, nor any of their
agents, whether past, present or future, shall be personally liable therefor.
The obligations of the Fund hereunder may be satisfied only by resort to Fund
assets.
IN WITNESS WHEREOF, the Fund and EquiTrust have caused this Agreement to be
executed in their names and on their behalf and under their trust and corporate
seals by and through their duly authorized officers all on the day and year
first above written.
[SIGNATURE LINES OMITTED]
22
<Page>
[EQUITRUST MUTUAL FUNDS LOGO] 000000 0000000000 0 0000
MR A SAMPLE Farm Bureau Life Insurance Company
DESIGNATION (IF ANY) 000000000.000 ext
ADD 1 000000000.000 ext
ADD 2 000000000.000 ext
ADD 3 000000000.000 ext
ADD 4 000000000.000 ext
ADD 5 000000000.000 ext
ADD 6
HOLDER ACCOUNT NUMBER
[GRAPHIC]
C 1234567890 J N T
[GRAPHIC]
|_| Mark this box with an
X if you have made
changes to your name
or address details
above.
SPECIAL MEETING PROXY CARD - EQUITRUST VARIABLE INSURANCE SERIES FUND
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSALS:
1. Election of Directors
<Table>
FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD
01 - Craig A. Lang |_| |_| 04 - Kenneth Kay |_| |_| 07 - Erlin J. Weness |_| |_|
02 - William J. Oddy |_| |_| 05 - Paul E. Larson |_| |_|
03 - Erwin H. Johnson |_| |_| 06 - Steven W. Plate |_| |_|
</Table>
FOR ALL
FOR AGAINST EXCEPT ABSTAIN
2. Approval of the Amended and |_| |_| |_| |_|
Restated Investment Advisory
and Management Services
Agreement
If you do not want your shares of a particular Portfolio voted for this
proposal, mark the "For All Except" box and write the Portfolio(s) for which you
want your vote cast against in the box below.
- -----------------------------------
You are only eligible to vote in connection with the Portfolios in which you
are invested as of the record date, March 7, 2003.
FOR AGAINST ABSTAIN
3. Ratification of the selection of |_| |_| |_|
Ernst & Young LLP
AUTHORIZED SIGNATURES - SIGN HERE - THIS SECTION MUST BE COMPLETED FOR YOUR
INSTRUCTIONS TO BE EXECUTED.
Please sign your name(s) exactly as show above and date this proxy. If shares
are held jointly, both joint owners should sign. If signing as attorney,
executor, administrator, guardian or in any other capacity, please give your
full title as such.
<Table>
Signature 1 - Please keep signature within the box Signature 2 - Please keep signature within the box Date (mm/dd/yyyy)
/ /
- -------------------------------------------------- -------------------------------------------------- -----------------
2UPX HHH PPPP 0016983
</Table>
009CFF
<Page>
PROXY - EQUITRUST VARIABLE INSURANCE SERIES FUND
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS MAY 21, 2003
THIS PROXY IS SOLICITED BY AND ON BEHALF OF THE BOARD OF TRUSTEES OF EQUITRUST
VARIABLE INSURANCE SERIES FUND
The undersigned hereby appoint(s) Craig A. Lang, Stephen M. Morain and William
J. Oddy, and each of them, proxies with several powers of substitution, to vote
for the undersigned at the 2003 Special Meeting of Shareholders of EquiTrust
Variable Insurance Series Fund, to be held on May 21, 2003, notice of which
meeting and the Proxy Statement accompanying the same have been received by the
undersigned, or at any adjournment thereof, upon the following matters as
described in the Notice of Meeting and accompanying Proxy Statement.
When properly executed, this proxy will be voted in the manner directed herein
by the undersigned shareholder(s). All proposals (set forth on the reverse side
of this proxy card) have been proposed by the board of trustees. If no direction
is given on these proposals, this proxy card will be voted "for" the nominees
listed in item 1 and "for" items 2 and 3. The proxy will be voted in accordance
with the holder's best judgement as to any other matter.
Your vote is important. If you do not expect to attend the meeting or if you
plan to attend but wish to vote by proxy, please sign, date and mail this proxy.
A return envelope is provided for this purpose. no postage is necessary if
mailed in the United States.
009CGC
<Page>
[EQUITRUST MUTUAL FUNDS LOGO] 000000 0000000000 0 0000
MR A SAMPLE EquiTrust Life Insurance Company
DESIGNATION (IF ANY) 000000000.000 ext
ADD 1 000000000.000 ext
ADD 2 000000000.000 ext
ADD 3 000000000.000 ext
ADD 4 000000000.000 ext
ADD 5 000000000.000 ext
ADD 6
HOLDER ACCOUNT NUMBER
[GRAPHIC]
C 1234567890 J N T
[GRAPHIC]
|_| Mark this box with an
X if you have made
changes to your name
or address details
above.
SPECIAL MEETING PROXY CARD - EQUITRUST VARIABLE INSURANCE SERIES FUND
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSALS:
1. Election of Directors
<Table>
FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD
01 - Craig A. Lang |_| |_| 04 - Kenneth Kay |_| |_| 07 - Erlin J. Weness |_| |_|
02 - William J. Oddy |_| |_| 05 - Paul E. Larson |_| |_|
03 - Erwin H. Johnson |_| |_| 06 - Steven W. Plate |_| |_|
</Table>
FOR ALL
FOR AGAINST EXCEPT ABSTAIN
2. Approval of the Amended and |_| |_| |_| |_|
Restated Investment Advisory
and Management Services
Agreement
If you do not want your shares of a particular Portfolio voted for this
proposal, mark the "For All Except" box and write the Portfolio(s) for which you
want your vote cast against in the box below.
- -----------------------------------
You are only eligible to vote in connection with the Portfolios in which you
are invested as of the record date, March 7, 2003.
FOR AGAINST ABSTAIN
3. Ratification of the selection of |_| |_| |_|
Ernst & Young LLP
AUTHORIZED SIGNATURES - SIGN HERE - THIS SECTION MUST BE COMPLETED FOR YOUR
INSTRUCTIONS TO BE EXECUTED.
Please sign your name(s) exactly as show above and date this proxy. If shares
are held jointly, both joint owners should sign. If signing as attorney,
executor, administrator, guardian or in any other capacity, please give your
full title as such.
<Table>
Signature 1 - Please keep signature within the box Signature 2 - Please keep signature within the box Date (mm/dd/yyyy)
/ /
- -------------------------------------------------- -------------------------------------------------- -----------------
2UPX HHH PPPP 0016983
</Table>
009CFF
<Page>
PROXY - EQUITRUST VARIABLE INSURANCE SERIES FUND
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS MAY 21, 2003
THIS PROXY IS SOLICITED BY AND ON BEHALF OF THE BOARD OF TRUSTEES OF EQUITRUST
VARIABLE INSURANCE SERIES FUND
The undersigned hereby appoint(s) Craig A. Lang, Stephen M. Morain and William
J. Oddy, and each of them, proxies with several powers of substitution, to vote
for the undersigned at the 2003 Special Meeting of Shareholders of EquiTrust
Variable Insurance Series Fund, to be held on May 21, 2003, notice of which
meeting and the Proxy Statement accompanying the same have been received by the
undersigned, or at any adjournment thereof, upon the following matters as
described in the Notice of Meeting and accompanying Proxy Statement.
When properly executed, this proxy will be voted in the manner directed herein
by the undersigned shareholder(s). All proposals (set forth on the reverse side
of this proxy card) have been proposed by the board of trustees. If no direction
is given on these proposals, this proxy card will be voted "for" the nominees
listed in item 1 and "for" items 2 and 3. The proxy will be voted in accordance
with the holder's best judgement as to any other matter.
Your vote is important. If you do not expect to attend the meeting or if you
plan to attend but wish to vote by proxy, please sign, date and mail this proxy.
A return envelope is provided for this purpose. no postage is necessary if
mailed in the United States.
009CGC
<Page>
[EQUITRUST MUTUAL FUNDS LOGO] 000000 0000000000 0 0000
MR A SAMPLE Modern Woodmen of America
DESIGNATION (IF ANY) 000000000.000 ext
ADD 1 000000000.000 ext
ADD 2 000000000.000 ext
ADD 3 000000000.000 ext
ADD 4 000000000.000 ext
ADD 5 000000000.000 ext
ADD 6
HOLDER ACCOUNT NUMBER
[GRAPHIC]
C 1234567890 J N T
[GRAPHIC]
|_| Mark this box with an
X if you have made
changes to your name
or address details
above.
SPECIAL MEETING PROXY CARD - EQUITRUST VARIABLE INSURANCE SERIES FUND
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSALS:
1. Election of Directors
<Table>
FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD
01 - Craig A. Lang |_| |_| 04 - Kenneth Kay |_| |_| 07 - Erlin J. Weness |_| |_|
02 - William J. Oddy |_| |_| 05 - Paul E. Larson |_| |_|
03 - Erwin H. Johnson |_| |_| 06 - Steven W. Plate |_| |_|
</Table>
FOR ALL
FOR AGAINST EXCEPT ABSTAIN
2. Approval of the Amended and |_| |_| |_| |_|
Restated Investment Advisory
and Management Services
Agreement
If you do not want your shares of a particular Portfolio voted for this
proposal, mark the "For All Except" box and write the Portfolio(s) for which you
want your vote cast against in the box below.
- -----------------------------------
You are only eligible to vote in connection with the Portfolios in which you
are invested as of the record date, March 7, 2003.
FOR AGAINST ABSTAIN
3. Ratification of the selection of |_| |_| |_|
Ernst & Young LLP
AUTHORIZED SIGNATURES - SIGN HERE - THIS SECTION MUST BE COMPLETED FOR YOUR
INSTRUCTIONS TO BE EXECUTED.
Please sign your name(s) exactly as show above and date this proxy. If shares
are held jointly, both joint owners should sign. If signing as attorney,
executor, administrator, guardian or in any other capacity, please give your
full title as such.
<Table>
Signature 1 - Please keep signature within the box Signature 2 - Please keep signature within the box Date (mm/dd/yyyy)
/ /
- -------------------------------------------------- -------------------------------------------------- -----------------
2UPX HHH PPPP 0016983
</Table>
009CFF
<Page>
PROXY - EQUITRUST VARIABLE INSURANCE SERIES FUND
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS MAY 21, 2003
THIS PROXY IS SOLICITED BY AND ON BEHALF OF THE BOARD OF TRUSTEES OF EQUITRUST
VARIABLE INSURANCE SERIES FUND
The undersigned hereby appoint(s) Craig A. Lang, Stephen M. Morain and William
J. Oddy, and each of them, proxies with several powers of substitution, to vote
for the undersigned at the 2003 Special Meeting of Shareholders of EquiTrust
Variable Insurance Series Fund, to be held on May 21, 2003, notice of which
meeting and the Proxy Statement accompanying the same have been received by the
undersigned, or at any adjournment thereof, upon the following matters as
described in the Notice of Meeting and accompanying Proxy Statement.
When properly executed, this proxy will be voted in the manner directed herein
by the undersigned shareholder(s). All proposals (set forth on the reverse side
of this proxy card) have been proposed by the board of trustees. If no direction
is given on these proposals, this proxy card will be voted "for" the nominees
listed in item 1 and "for" items 2 and 3. The proxy will be voted in accordance
with the holder's best judgement as to any other matter.
Your vote is important. If you do not expect to attend the meeting or if you
plan to attend but wish to vote by proxy, please sign, date and mail this proxy.
A return envelope is provided for this purpose. no postage is necessary if
mailed in the United States.
009CGC
<Page>
[EQUITRUST MUTUAL FUNDS LOGO] 000000 0000000000 0 0000
MR A SAMPLE American Equity Investment Life
Insurance Company
DESIGNATION (IF ANY) 000000000.000 ext
ADD 1 000000000.000 ext
ADD 2 000000000.000 ext
ADD 3 000000000.000 ext
ADD 4 000000000.000 ext
ADD 5 000000000.000 ext
ADD 6
HOLDER ACCOUNT NUMBER
[GRAPHIC]
C 1234567890 J N T
[GRAPHIC]
|_| Mark this box with an
X if you have made
changes to your name
or address details
above.
SPECIAL MEETING PROXY CARD - EQUITRUST VARIABLE INSURANCE SERIES FUND
THE BOARD OF TRUSTEES RECOMMENDS A VOTE FOR THE FOLLOWING PROPOSALS:
1. Election of Directors
<Table>
FOR WITHHOLD FOR WITHHOLD FOR WITHHOLD
01 - Craig A. Lang |_| |_| 04 - Kenneth Kay |_| |_| 07 - Erlin J. Weness |_| |_|
02 - William J. Oddy |_| |_| 05 - Paul E. Larson |_| |_|
03 - Erwin H. Johnson |_| |_| 06 - Steven W. Plate |_| |_|
</Table>
FOR ALL
FOR AGAINST EXCEPT ABSTAIN
2. Approval of the Amended and |_| |_| |_| |_|
Restated Investment Advisory
and Management Services
Agreement
If you do not want your shares of a particular Portfolio voted for this
proposal, mark the "For All Except" box and write the Portfolio(s) for which you
want your vote cast against in the box below.
- -----------------------------------
You are only eligible to vote in connection with the Portfolios in which you
are invested as of the record date, March 7, 2003.
FOR AGAINST ABSTAIN
3. Ratification of the selection of |_| |_| |_|
Ernst & Young LLP
AUTHORIZED SIGNATURES - SIGN HERE - THIS SECTION MUST BE COMPLETED FOR YOUR
INSTRUCTIONS TO BE EXECUTED.
Please sign your name(s) exactly as show above and date this proxy. If shares
are held jointly, both joint owners should sign. If signing as attorney,
executor, administrator, guardian or in any other capacity, please give your
full title as such.
<Table>
Signature 1 - Please keep signature within the box Signature 2 - Please keep signature within the box Date (mm/dd/yyyy)
/ /
- -------------------------------------------------- -------------------------------------------------- -----------------
2UPX HHH PPPP 0016983
</Table>
009CFF
<Page>
PROXY - EQUITRUST VARIABLE INSURANCE SERIES FUND
PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS MAY 21, 2003
THIS PROXY IS SOLICITED BY AND ON BEHALF OF THE BOARD OF TRUSTEES OF EQUITRUST
VARIABLE INSURANCE SERIES FUND
The undersigned hereby appoint(s) Craig A. Lang, Stephen M. Morain and William
J. Oddy, and each of them, proxies with several powers of substitution, to vote
for the undersigned at the 2003 Special Meeting of Shareholders of EquiTrust
Variable Insurance Series Fund, to be held on May 21, 2003, notice of which
meeting and the Proxy Statement accompanying the same have been received by the
undersigned, or at any adjournment thereof, upon the following matters as
described in the Notice of Meeting and accompanying Proxy Statement.
When properly executed, this proxy will be voted in the manner directed herein
by the undersigned shareholder(s). All proposals (set forth on the reverse side
of this proxy card) have been proposed by the board of trustees. If no direction
is given on these proposals, this proxy card will be voted "for" the nominees
listed in item 1 and "for" items 2 and 3. The proxy will be voted in accordance
with the holder's best judgement as to any other matter.
Your vote is important. If you do not expect to attend the meeting or if you
plan to attend but wish to vote by proxy, please sign, date and mail this proxy.
A return envelope is provided for this purpose. no postage is necessary if
mailed in the United States.
009CGC