<Page>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF
REGISTEREDMANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-08879
---------------------------------------------
SUN CAPITAL ADVISERS TRUST
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
One Sun Life Executive Park, Wellesley Hills, Massachusetts 02481
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
James M.A. Anderson
Sun Capital Advisers Trust
One Sun Life Executive Park
Wellesley Hills, Massachusetts 02481
- -------------------------------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (781) 237-6030
----------------------------
Date of fiscal year end: December 31, 2004
--------------------------
Date of reporting period: December 31, 2004
---------------------------
<Page>
Item 1. Reports to Stockholders.
The following is a copy of the report transmitted to stockholders pursuant to
Rule 30e-1 under the Investment Company Act of 1940, as amended:
<Page>
SUN CAPITAL ADVISERS TRUST(SM)
ANNUAL REPORT DECEMBER 31, 2004
SUN CAPITAL(SM) ALL CAP FUND
SUN CAPITAL INVESTMENT GRADE BOND FUND(R)
SUN CAPITAL MONEY MARKET FUND(R)
SUN CAPITAL REAL ESTATE FUND(R)
SC(SM) DAVIS VENTURE VALUE FUND
SC(SM) VALUE SMALL CAP FUND
SC(SM) BLUE CHIP MID CAP FUND
[SUN LIFE FINANCIAL(SM) LOGO]
SUN CAPITAL ADVISERS TRUST IS A MUTUAL FUND REGISTERED WITH THE SECURITIES AND
EXCHANGE COMMISSION UNDER THE INVESTMENT COMPANY ACT OF 1940. ITS INVESTMENT
ADVISER IS SUN CAPITAL ADVISERS INC.(R), A MEMBER OF THE SUN LIFE FINANCIAL
GROUP OF COMPANIES.
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
ALL CAP FUND
As has been the case throughout 2004, the Fund remained weighted towards
economically sensitive stocks at year-end. At the end of the fourth quarter the
fund held a large cap weighting of 54%, a mid cap weighting of 32%, and a small
cap weighting of 14%. Because we have the flexibility to invest in stocks within
a wide range of market capitalizations, we were able to shift our portfolio mix
to take advantage of the best relative values. The top performers for the year
were small cap holdings such as Midway Games, Eclipsys, Parametric Technology,
and Clean Harbors, mid caps such as Brocade, and large caps such as Monsanto,
Bunge, and Williams Companies.
During the fourth quarter, we continued to manage the portfolio to take
advantage of the improvement in the overall US economy. Changes in sector
weightings include decreases in Consumer Discretionary and Financials, and
increases in Health Care, Materials, Utilities, and Technology. At quarter's
end, the Fund had overweights in Consumer Discretion, Health Care, Industrials,
Materials, Utilities and Technology, and underweights in Consumer Staples,
Energy, and Financials. We continue to find undervalued and out-of-favor issues,
adding during Q4 such names as Blockbuster, CIT Group, Wells Fargo, Chiron, HCA,
Manor Care, Tyco, Electronic Arts, JDS Uniphase, and Sandisk.
Overall, the All Cap Fund has maintained a diversified portfolio roughly aligned
with S&P 500 sector weightings. Specifically, valuation metrics as of December
31 show the portfolio trading at 1.05 times sales vs. 1.61 times for the S&P 500
index, a price to book of 3.0 vs. 3.1, and a price to cash flow of 13.8 vs.
11.8, respectively. The portfolio's dividend yield was 1.1% versus 1.6% for the
S&P 500 Index, and debt to capitalization ratio of 35% was slightly above that
of the S&P 500 index's level of 33%.
1
<Page>
ALL CAP FUND
TOP TEN EQUITY HOLDINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
UNOVA, Inc. 3.0%
Lucent Technologies, Inc. 3.0
Clean Harbors, Inc. 2.8
The Williams Cos., Inc. 2.8
Vicor Corp. 2.5
Calpine Corp. 2.3
GATX Corp. 2.2
Parametric Technology Corp. 2.2
EchoStar Communications Corp. 2.1
JDS Uniphase Corp. 2.0
</Table>
INDUSTRY WEIGHTINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Banks 9.1%
Biotechnology 7.6
Telecommunications Equipment 7.5
Agriculture 4.6
Cable TV Services 4.0
Health Care Provider & Services 3.7
Pipelines 3.7
Electrical Equipment 3.5
Manufacturing - Diversified 3.5
Software & Services 3.3
Food, Beverages & Tobacco 3.2
Entertainment 3.1
Industrial 3.0
Waste Management 2.8
Energy 2.3
Transportation 2.2
Fiber Optics 2.0
Automotive 1.9
Cable & Satellite Operators 1.9
Chemicals 1.9
Finance 1.9
Broadcasting - Radio/TV 1.8
Financial Services 1.8
Medical Devices 1.8
Photo Equipment 1.8
Railroads 1.8
Cosmetics & Toiletries 1.7
Diversified Manufacturing 1.7
Health Care Equipment & Supplies 1.6
Computers & Business Equipment 1.4
Computer & Peripherals 1.3
Auto Parts 1.2
Semiconductors 1.0
Short Term Investments 3.6
Other assets less liabilities 0.8
-----
TOTAL 100.0%
=====
</Table>
2
<Page>
ALL CAP FUND
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE ALL CAP FUND -
INITIAL CLASS AND THE S&P 500 INDEX*
<Table>
<Caption>
ALL CAP FUND S&P 500 INDEX
May 1, 2002 $ 10,000 $ 10,000
Jun 30, 2002 $ 8,360 $ 9,227
Sep 30, 2002 $ 6,440 $ 8,556
Dec 31, 2002 $ 7,557 $ 8,270
Mar 31, 2003 $ 6,976 $ 8,010
Jun 30, 2003 $ 9,582 $ 9,242
Sep 30, 2003 $ 9,925 $ 9,487
Dec 31, 2003 $ 11,554 $ 10,642
Mar 31, 2004 $ 12,432 $ 10,822
Jun 30, 2004 $ 12,957 $ 11,008
Sep 30, 2004 $ 12,438 $ 10,803
Dec 31, 2004 $ 13,910 $ 11,800
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE ALL CAP FUND -
SERVICE CLASS AND THE S&P 500 INDEX*
<Table>
<Caption>
ALL CAP FUND S&P 500 INDEX
Feb 1, 2004 $ 10,000 $ 10,000
Mar 31, 2004 $ 10,140 $ 9,986
Jun 30, 2004 $ 10,552 $ 10,158
Sep 30, 2004 $ 10,132 $ 9,968
Dec 31, 2004 $ 11,320 $ 10,888
</Table>
3
<Page>
ALL CAP FUND
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR TWO YEARS FUND***
-------- --------- -------
INITIAL CLASS SHARES
All Cap Fund 20.39% 35.67% 13.16%
S&P 500 Index 10.88% 19.45% 6.40%
SERVICE CLASS SHARES
All Cap Fund 13.20%
S&P 500 Index 8.88%
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees or costs. The Standard
& Poor's 500 Index is a market-value weighted index of 500 blue chip stocks and
is considered to be a benchmark of the overall stock market.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee and certain other expenses during this
period. If this performance information included the effect of the insurance
charges and the fees and expenses assumed by the investment adviser, performance
numbers would be lower. The value of an investment in the All Cap Fund and the
return on the investment will fluctuate and redemption proceeds may be higher or
lower than an investor's original cost. Returns greater than one year are
annualized.
***Initial Class Shares for the period from May 1, 2002 (commencement of
operations) to December 31, 2004. Service Class Shares for the period from
February 1, 2004 (commencement of operations) to December 31, 2004.
4
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
INVESTMENT GRADE BOND FUND
The Fund's credit overweight in BBB's and exposure to high yield were the main
drivers of outperformance in 2004. The Lehman BBB Corporate Index returned 6.25%
while the Merrill High Yield Index returned 10.76% for the year ended December
31, 2004. Overall, credit quality continues to improve as witnessed by the
investment grade credit downgrade to upgrade ratio as compiled by Moody's.
Through November 30, 2004, the ratio was reported as 1.8x, while for 2003 it was
4x, and 7.1x for 2002. The Moody's high-yield default ratio has also markedly
improved this year; through November, the default rate was 2.4%, down from 5.4%
one year ago. Moody's forecasts a continued decline in the default rate during
the early part of 2005, with a rise toward the current rate later in the year.
Historically, the Moody's default rate has been approximately 5%.
Corporate bonds comprised 42.2% of the portfolio as of December 31, 2004.
Mortgage-backed securities represented 33% of Fund assets. Approximately, 4% of
the Fund was comprised of Treasury Inflation Protected Securities (TIPS), which
were our only holding of US Treasuries. Remaining assets were divided as
follows: US Agencies 9.5%, commercial mortgage-backed securities, 4.6% and
asset-backed securities 1.6%.
The Federal Open Market Committee (FOMC) raised the Federal Funds rate by 125
basis points (bp) during 2004, five 25bp moves, all during the last six months
of the year to bring the overnight lending rate to 2.25% on December 31, up from
1% in June. Despite the increase in the Fed Funds rate, the yield on the 10 and
30-year US Treasury bonds actually declined during 2004. For example, the
10-year Treasury which ended the year at 4.22%, began the year at 4.25%. Many
fixed income participants believe the current low level of interest rates does
not accurately reflect the current state of the economy. As a result of
continued tame inflation, coupled with the expectation for future interest rate
increases to be well telegraphed by the Fed, US interest rates have remained
within a fairly tight trading range during 2004, despite consistent talk by the
Fed of higher rates. An important technical factor in the bond market, and
helping to keep rates down, perhaps artificially, is the continued very strong
demand from foreign buyers, particularly Asian Central banks. As of September
30, 2004, foreign investors held approximately 43% of outstanding US Treasuries.
We believe the economy is poised to expand between 3-3.5% in 2005 and the
Federal Reserve will take a "measured" approach to raising interest rates. Given
the aforementioned backdrop, the fixed income markets should react in a fairly
predictable manner with US Treasury rates slowly rising while credit spreads,
despite residing at multi-year tights, remain range bound.
Concerns that could negatively impact this opinion would include: US budget and
trade deficits; a rapid decline of the US Dollar; higher than expected levels of
inflation and thus a spike in interest rates; weak US equity markets, higher
energy costs and significant decline in foreign demand for US securities. For
the US credit markets, positive technicals, such as reduced corporate bond
issuance and strong foreign demand, coupled with acceptable fundamentals, i.e.
stable to improving credit quality and stable earnings, should buttress any
significant credit market weakness and justify an overweight position relative
to that of the Index. The MBS market also remains attractive due to less
issuance as well as dramatically reduced prepayment levels. With the Federal
Reserve now seemingly on its path of raising interest rates, we will continue to
remain underweight U.S. Government securities while maintaining a portfolio
duration short that of the Index.
5
<Page>
INVESTMENT GRADE BOND FUND
TOP TEN BOND ISSUERS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Federal Home Loan Mortgage 22.5%
Federal National Mortgage Assn. 14.8
Government National Mortgage Assn. 4.8
U.S. Treasury Notes 3.4
Continental Cablevision, Inc. 1.8
Time Warner Entertainment Co. 1.8
Harrah's Operating Co., Inc. 1.7
Aries Vermogensverwaltungs 1.6
Ford Motor Co. 1.6
Allegheny Energy Supply Co. 1.4
</Table>
PORTFOLIO COMPOSITION
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
US Government Agency Obligations 45.8%
Corporate Debt Obligations 42.2
Commercial Mortgage Backed Securities 4.6
Asset Backed Securities 1.6
Short Term Investments 11.4
Other assets less liabilities (5.6)
-----
100.0%
=====
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE INVESTMENT GRADE
BOND FUND - INITIAL CLASS AND THE LEHMAN BROTHERS AGGREGATE BOND INDEX*
<Table>
<Caption>
INVESTMENT GRADE LEHMAN BROTHERS
BOND FUND AGGREGATE BOND INDEX
Dec 7, 1998 $ 10,000 $ 10,000
Dec 31, 1998 $ 10,004 $ 10,025
Mar 31, 1999 $ 10,045 $ 9,975
Jun 30, 1999 $ 9,956 $ 9,888
Sep 30, 1999 $ 9,963 $ 9,955
Dec 31, 1999 $ 9,948 $ 9,943
Mar 31, 2000 $ 10,120 $ 10,162
Jun 30, 2000 $ 10,291 $ 10,338
Sep 30, 2000 $ 10,591 $ 10,651
Dec 31, 2000 $ 10,929 $ 11,099
Mar 31, 2001 $ 11,278 $ 11,435
Jun 30, 2001 $ 11,351 $ 11,499
Sep 30, 2001 $ 11,656 $ 12,031
Dec 31, 2001 $ 11,717 $ 12,037
Mar 31, 2002 $ 11,730 $ 12,048
Jun 30, 2002 $ 11,839 $ 12,493
Sep 30, 2002 $ 12,124 $ 13,065
Dec 31, 2002 $ 12,329 $ 13,271
Mar 31, 2003 $ 12,649 $ 13,456
Jun 30, 2003 $ 13,244 $ 13,792
Sep 30, 2003 $ 13,305 $ 13,772
Dec 31, 2003 $ 13,516 $ 13,815
Mar 31, 2004 $ 13,919 $ 14,183
Jun 30, 2004 $ 13,595 $ 13,836
Sep 30, 2004 $ 14,160 $ 14,279
Dec 31, 2004 $ 14,383 $ 14,388
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE INVESTMENT GRADE
BOND FUND - SERVICE CLASS AND THE LEHMAN BROTHERS AGGREGATE BOND INDEX*
<Table>
<Caption>
INVESTMENT GRADE LEHMAN BROTHERS
BOND FUND AGGREGATE BOND INDEX
Feb 1, 2004 $ 10,000 $ 10,000
Mar 31, 2004 $ 10,177 $ 10,184
Jun 30, 2004 $ 9,944 $ 9,935
Sep 30, 2004 $ 10,347 $ 10,253
Dec 31, 2004 $ 10,503 $ 10,351
</Table>
6
<Page>
INVESTMENT GRADE BOND FUND
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FIVE YEARS FUND***
-------- ----------- ---------- -------
INITIAL CLASS SHARES
Investment Grade Bond Fund 6.42% 7.07% 7.65% 6.17%
Lehman Brothers Aggregate Bond Index 4.34% 6.19% 7.71% 6.17%
SERVICE CLASS SHARES
Investment Grade Bond Fund 5.03%
Lehman Brothers Aggregate Bond Index 3.51%
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees or costs. The Lehman
Brothers Aggregate Bond Index is composed of securities from the Lehman Brothers
Government/Corporate Bond Index, the Mortgage-Backed Securities Index and the
Asset-Backed Securities Index.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee during this period. If this performance
information included the effect of the insurance charges and the fees and
expenses assumed by the investment adviser, performance numbers would be lower.
The value of an investment in the Investment Grade Bond Fund and the return on
the investment will fluctuate and redemption proceeds may be higher or lower
than an investor's original cost. Returns greater than one year are annualized.
***Initial Class Shares for the period from December 7, 1998 (commencement of
operations) to December 31, 2004. Service Class Shares for the period from
February 1, 2004 (commencement of operations) to December 31, 2004.
7
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
MONEY MARKET FUND
For the year ended December 31, 2004 the total return of the Money Market Fund
was 0.74%, compared to 1.33% for the Merrill Lynch three-month U.S. Treasury
bill Index.
At December 31, 2004, the Fund had net assets of $121.4 million, compared to
$113.0 million a year earlier. The Fund had a seven-day yield of 1.62% and an
average maturity of 29 days. The portfolio was 74% invested in highly rated
commercial paper, 22% in U.S. Government and agency discount securities and 4%
in other short-term instruments.
The Federal Open Market Committee (FOMC) of the Federal Reserve Board started
the year with the Federal Funds rate at 1.00%. This rate was the result of 13
consecutive cuts by the Fed in an attempt to stimulate the economy since the
beginning of 2001. The FOMC kept rates on hold for the first half of 2004 before
they began raising them by 25 basis points at each of the remaining five
meetings of the year. The Federal Funds rate at year-end was 2.25%.
The minutes of the FOMC December 14th meeting were released on January 4th in
conjunction with a new accelerated schedule giving investors more timely
information on Fed deliberations before the next meeting. The minutes indicate
that FOMC members expect slightly above trend growth, and continue to see the
risks to inflation as balanced. The FOMC most likely will continue to raise
rates at a pace that is "measured" but leave options open if the situation
changes going forward.
Three-month Treasury bills started the year at 0.90%, and reached the low in the
first few days of January at 0.86%. Rates began to increase with five
consecutive rate hikes and Treasury bills reached the high in the last week of
December at 2.26% before closing the year at 2.22%. The spread on 90-day
commercial paper over Treasury bills fluctuated between 3 and 30 basis points
during the year. Although commercial paper issuance at year-end was light,
outstanding paper was reported at $1.39 trillion versus $1.27 trllion at
year-end 2003.
With the FOMC likely to increase rates over the near term, it is our current
strategy to maintain a below average maturity. We continue to invest in a
diversified portfolio of high quality instruments.
8
<Page>
TOP TEN ISSUERS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Federal Home Loan Mortgage 13.2%
Federal National Mortgage Assn. 7.0
Morgan Stanley Dean Witter & Co. 4.2
HSBC Finance Corp. 4.1
SBC Communications, Inc. 4.1
Export Development Corp. 4.1
Citicorp 4.0
International Business Machines Corp. 4.0
Bank of America NA 4.0
CIT Group, Inc. 3.9
</Table>
PORTFOLIO COMPOSITION
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Commercial Paper 70.9%
U.S. Government Agency Obligations 21.6
Bankers Acceptance 4.0
Mutual Funds 3.7
Other assets less liabilities (0.2)
-----
TOTAL 100.0%
=====
</Table>
9
<Page>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE MONEY MARKET FUND -
INITIAL CLASS AND THE MERRILL LYNCH 3-MONTH U.S. TREASURY BILL INDEX*
<Table>
<Caption>
MERRILL LYNCH
MONEY MARKET FUND 3-MONTH T-BILL INDEX
Dec 7, 1998 $ 10,000 $ 10,000
Dec 31, 1998 $ 10,031 $ 10,030
Mar 31, 1999 $ 10,138 $ 10,136
Jun 30, 1999 $ 10,246 $ 10,255
Sep 30, 1999 $ 10,363 $ 10,385
Dec 31, 1999 $ 10,495 $ 10,513
Mar 31, 2000 $ 10,635 $ 10,660
Jun 30, 2000 $ 10,785 $ 10,822
Sep 30, 2000 $ 10,949 $ 10,985
Dec 31, 2000 $ 11,114 $ 11,164
Mar 31, 2001 $ 11,257 $ 11,332
Jun 30, 2001 $ 11,368 $ 11,459
Sep 30, 2001 $ 11,457 $ 11,583
Dec 31, 2001 $ 11,513 $ 11,657
Mar 31, 2002 $ 11,547 $ 11,707
Jun 30, 2002 $ 11,581 $ 11,763
Sep 30, 2002 $ 11,614 $ 11,816
Dec 31, 2002 $ 11,642 $ 11,867
Mar 31, 2003 $ 11,662 $ 11,903
Jun 30, 2003 $ 11,681 $ 11,943
Sep 30, 2003 $ 11,694 $ 11,973
Dec 31, 2003 $ 11,706 $ 12,004
Mar 31, 2004 $ 11,718 $ 12,032
Jun 30, 2004 $ 11,730 $ 12,061
Sep 30, 2004 $ 11,754 $ 12,105
Dec 31, 2004 $ 11,792 $ 12,166
</Table>
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FIVE YEARS FUND***
-------- ----------- ---------- -------
INITIAL CLASS SHARES
Money Market Fund 0.74% 0.80% 2.36% 2.75%
Merrill Lynch 3-month U.S. Treasury Bill Index 1.33% 1.42% 2.95% 3.28%
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees or costs. The Merrill
Lynch three-month U.S. Treasury Bill Index is a one-security index which at the
beginning of every month selects for inclusion the U.S. Treasury Bill maturing
closest to, but not beyond 91 days from that date. That issue is then held for
one month, sold and rolled into the new U.S. Treasury Bill.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee during this period. If this performance
information included the effect of the insurance charges and the fees and
expenses assumed by the investment adviser, performance numbers would be lower.
The value of an investment in the Money Market Fund and the return on the
investment will fluctuate and redemption proceeds may be higher or lower than an
investor's original cost. Returns greater than one year are annualized.
***Initial Class Shares for the period from December 7, 1998 (commencement of
operations) to December 31, 2004.
10
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
REAL ESTATE FUND
The best performing stocks in the portfolio for the last twelve months were
Avalon Bay (Apartments), SL Green (Office), Macerich (Regional Mall), Simon
Property (Regional Mall), and Vornado Realty (Diversified). The worst performing
stocks during for the last twelve months were American Financial (Triple Net
Lease), Duke Realty (Mixed), CarrAmerica (Office), Shurgard Storage (Self
Storage), and BRE Properties (Apartments).
According to Smith Barney Research, the Regional Mall sector was the best
performing sector in 2004. The Hotel, Strip Center, Apartment, and Industrial
property types also outperformed the Index for the year. The Manufactured Home,
Triple Net Lease, Diversified, Mixed, Health Care, Self Storage, and Office
property types all underperformed the Index.
The Morgan Stanley REIT Index outperformed the total return of all of the major
stock indices in the 4th quarter, with the REIT Index up 15.32%, the Dow up
7.59%, the S&P 500 up 9.23%, and the NASDAQ up 14.87%. For the last twelve
months, the Morgan Stanley REIT Index was up 31.49%, beating the Dow, the S&P
500, and the NASDAQ, which were up 5.30%, up 10.88%, and up 9.15%, respectively.
The Morgan Stanley REIT Index finished the 4th quarter at 769.52.
Real estate fundamentals continue to improve slowly in most sectors, in-line
with improving employment, GDP, and industrial production. In contrast, REIT
stock prices have increased at a torrid pace, and almost independent of real
estate fundamentals. At various points in this five-year REIT bull market
different types of REITS have outperformed as investor expectations formed
around the next winning property type, market cap size, degree of leverage, or
current yield. Currently, well-managed REITs with strong balance sheets and
superior growth prospects appear to be the focus, regardless of property type.
We strongly agree in the current investor bias, though remain cautious as bear
markets can sometimes be indiscriminate in their selling. While our focus
remains with superior growth REITs with strong management teams, selling at
reasonable valuations, we also have a number of cheaper, value-oriented REITs
that we believe can be among a group of up-and-comers with improving operations
and emerging growth prospects. Although property type weightings seem less
important in this environment, the Fund remains most overweight in property
types that we believe are closest to trough earnings, like Hotels and
Apartments. Unlike earlier years where the Fund was most underweight property
types that we believed were closest to peak earnings, we are currently most
underweight sectors that merely offer a shortage of compelling investment ideas
that meet our criteria. The Fund is presently underweight the Health Care,
Manufactured Home, Industrial, and Triple Net Lease property types.
The dividend yield for the Morgan Stanley REIT Index decreased to about 4.7% as
of the end of the 4th quarter, down from the 3rd quarter's yield of 5.2%, and
down from the yield of 5.6% at the end of 2003. The Fund finished the quarter
with a dividend yield of 4.0%. The average equity market capitalization for the
Fund was $5.37 billion, compared to $1.96 billion for the universe of REIT
securities.
11
<Page>
TOP TEN EQUITY HOLDINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Macerich Co. 7.7%
Simon Property Group, Inc. 7.3
MeriStar Hospitality Corp. 6.0
Vornado Realty Trust 5.8
Developers Diversified Realty Corp. 5.5
Archstone-Smith Trust 5.5
Alexandria Real Estate Equities, Inc. 5.0
Shurgard Storage Centers, Inc. Class A 4.9
ProLogis Trust 4.7
Equity Residential Properties Trust 4.6
</Table>
SECTOR WEIGHTINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Apartments 21.4%
Regional Malls 15.0
Shopping Centers 13.7
Office 12.3
Hotels & Restaurants 9.0
Mixed 6.1
Diversified 5.8
Storage 4.9
Warehouse & Industrial 4.7
Triple Net Leases 3.5
Mortgage 2.0
Short Term Investments 1.4
Other assets less liabilities 0.2
-----
TOTAL 100.0%
=====
</Table>
12
<Page>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE REAL ESTATE FUND -
INITIAL CLASS AND THE MORGAN STANLEY REIT INDEX*
<Table>
<Caption>
REAL ESTATE FUND MORGAN STANLEY REIT INDEX
12/7/1998 $ 10,000 $ 10,000
12/31/1998 $ 9,929 $ 9,774
3/31/1999 $ 9,365 $ 9,303
6/30/1999 $ 10,383 $ 10,226
9/30/1999 $ 9,536 $ 9,398
12/31/1999 $ 9,534 $ 9,330
3/31/2000 $ 9,929 $ 9,577
6/30/2000 $ 11,123 $ 10,571
9/30/2000 $ 11,987 $ 11,396
12/31/2000 $ 12,518 $ 11,887
3/31/2001 $ 12,217 $ 11,829
6/30/2001 $ 13,556 $ 13,121
9/30/2001 $ 13,612 $ 12,780
12/31/2001 $ 14,092 $ 13,411
3/31/2002 $ 15,139 $ 14,524
6/30/2002 $ 15,876 $ 15,228
9/30/2002 $ 14,726 $ 13,874
12/31/2002 $ 14,662 $ 13,900
3/31/2003 $ 14,926 $ 14,048
6/30/2003 $ 16,683 $ 15,822
9/30/2003 $ 17,990 $ 17,357
12/31/2003 $ 19,932 $ 19,006
3/31/2004 $ 22,349 $ 21,296
6/30/2004 $ 21,068 $ 19,993
9/30/2004 $ 22,449 $ 21,670
12/31/2004 $ 26,573 $ 24,994
</Table>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE REAL ESTATE FUND -
SERVICE CLASS AND THE MORGAN STANLEY REIT INDEX*
<Table>
<Caption>
REAL ESTATE FUND MORGAN STANLEY REIT INDEX
2/1/2004 $ 10,000 $ 10,000
3/31/2004 $ 10,763 $ 10,734
6/30/2004 $ 10,140 $ 10,077
9/30/2004 $ 10,795 $ 10,922
12/31/2004 $ 12,774 $ 12,596
</Table>
13
<Page>
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FIVE YEARS FUND***
-------- ----------- ---------- --------
INITIAL CLASS SHARES
Real Estate Fund 33.32% 23.54% 22.75% 17.47%
Morgan Stanley REIT Index 31.49% 23.06% 21.67% 16.28%
SERVICE CLASS SHARES
Real Estate Fund 27.74%
Morgan Stanley REIT Index 25.96%
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees. The Morgan Stanley
REIT Index is a total-return index composed of the most actively traded real
estate investment trusts and is designed to be a measure of real estate equity
performance.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee during this period. If this performance
information included the effect of the insurance charges and the fees and
expenses assumed by the investment adviser, performance numbers would be lower.
The value of an investment in the Real Estate Fund and the return on the
investment will fluctuate and redemption proceeds may be higher or lower than an
investor's original cost. Returns greater than one year are annualized.
***Initial Class Shares for the period from December 7, 1998 (commencement of
operations) to December 31, 2004. Service Class Shares for the period from
February 1, 2004 (commencement of operations) to December 31, 2004.
14
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
DAVIS VENTURE VALUE FUND (SUBADVISED BY DAVIS ADVISORS)
The Fund performed well for the year ended December 31, 2004, both on an
absolute basis and relative to the S&P 500 Index. The Fund returned 12.45%
compared with a return of 10.88% for the S&P 500 Index. Contributors and
detractors to relative performance over the year are discussed below.
- Almost all of the Fund's consumer staples holdings performed well,
including Altria Group, up by 18.38%, and Costco Wholesale, up by
31.15%.
- In 2003 the Fund's large financial services holdings was the most
important contributor to the Fund's strong performance. In 2004 the
Fund's large financial service holdings trailed the S&P 500 Index by
a small margin. American Express, up by 17.60%, Golden West, up by
19.51%, Centerpoint Properties, up by 32.93%, and Loews, up by
43.59%, turned in strong performances. A number of other financial
holdings turned in weaker performances, including Fifth Third
Bancorp, down by 17.93%, Marsh & McLennan, down by 25.80% since
being purchased in June, and Transatlantic Holdings, down by 3.77%.
- Information technology companies in general under-performed the
broader market in 2004. The Fund benefited by having only a limited
exposure to information technology companies.
- Other important contributors to performance included Tyco
International, an industrials company, up 35.41%, and
ConocoPhillips, an energy company, up 35.60%. Other important
detractors from performance included H&R Block, an financial
services company, down 9.99%, and two health care companies, Pfizer,
down 24.68% before being sold in December, and Eli Lilly, down
17.55%.
A company or sector's contribution to the Fund's performance is a product both
of its appreciation or depreciation and it's weighting within the portfolio. For
example, a 5% holding that rises 20% has twice as much impact as a 1% holding
that rises 50%.
We have built a portfolio which is quite different in composition from the S&P
500 Index. The Fund's investment strategy is to perform extensive research to
buy companies with expanding earnings at value prices and hold them for the long
term. We are strong supporters of long-term buy-and-hold investing.
15
<Page>
DAVIS VENTURE VALUE FUND
TOP TEN EQUITY HOLDINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
American Express Co. 6.8%
Altria Group, Inc. 5.2
Tyco International Ltd. 4.6
American International Group, Inc. 4.4
Berkshire Hathaway, Inc. Class A 4.3
HSBC Holdings PLC 3.7
Comcast Corp. Class A 3.5
JPMorgan Chase & Co. 3.3
Costco Wholesale Corp. 3.1
Wells Fargo & Co. 3.1
</Table>
INDUSTRY WEIGHTINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Financial Services 19.3%
Insurance 17.8
Banking S & L 12.2
Oil & Gas 6.7
Consumer Products & Services 6.2
Diversified Manufacturing 4.6
Communication Services 3.5
Food, Beverages & Restaurants 3.4
Retailing 3.1
Packaging 2.8
Pharmaceuticals 2.7
Energy Sources 2.0
Real Estate 1.9
Computers 1.7
Building Materials 1.4
Multimedia 1.4
Health Care Facilities 1.2
Software 1.1
Transportation 0.9
Wholesale & Retail 0.9
Telecommunications 0.8
Publishing 0.6
Internet Software & Services 0.5
Diversified Interests & Holdings 0.4
Short Term Investments 2.9
-----
TOTAL 100.0%
=====
</Table>
16
<Page>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE DAVIS VENTURE VALUE
FUND - INITIAL CLASS AND THE S&P 500 INDEX*
<Table>
<Caption>
DAVIS VENTURE S&P 500
VALUE FUND INDEX
Jul 17, 2000 $ 10,000 $ 10,000
Jul 31, 2000 $ 9,640 $ 9,478
Aug 31, 2000 $ 10,220 $ 10,067
Sep 30, 2000 $ 9,770 $ 9,535
Oct 31, 2000 $ 9,790 $ 9,495
Nov 30, 2000 $ 9,300 $ 8,747
Dec 31, 2000 $ 9,858 $ 8,790
Mar 31, 2001 $ 8,885 $ 7,747
Jun 30, 2001 $ 9,156 $ 8,206
Sep 30, 2001 $ 7,943 $ 6,999
Dec 31, 2001 $ 8,812 $ 7,752
Mar 31, 2002 $ 8,731 $ 7,772
Jun 30, 2002 $ 7,894 $ 6,733
Sep 30, 2002 $ 6,897 $ 5,572
Dec 31, 2002 $ 7,380 $ 6,043
Mar 31, 2003 $ 7,028 $ 5,852
Jun 30, 2003 $ 8,248 $ 6,752
Sep 30, 2003 $ 8,405 $ 6,931
Dec 31, 2003 $ 9,632 $ 7,775
Mar 31, 2004 $ 10,037 $ 7,905
Jun 30, 2004 $ 10,098 $ 8,041
Sep 30, 2004 $ 9,984 $ 7,891
Dec 31, 2004 $ 10,831 $ 8,608
</Table>
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FUND***
-------- ----------- -------
INITIAL CLASS SHARES
Davis Venture Value Fund 12.45% 7.12% 1.81%
S&P 500 Index 10.88% 3.59% (3.30%)
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees or costs. The Standard
& Poor's 500 Index is a market-value weighted index of 500 blue chip stocks and
is considered to be a benchmark of the overall stock market.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee and certain other expenses during this
period. If this performance information included the effect of the insurance
charges and the fees and expenses assumed by the investment adviser, performance
numbers would be lower. The value of an investment in the Davis Venture Value
Fund and the return on the investment will fluctuate and redemption proceeds may
be higher or lower than an investor's original cost. Returns greater than one
year are annualized.
***Initial Class Shares for the period from July 17, 2000 (commencement of
operations) to December 31, 2004.
17
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
VALUE SMALL CAP FUND (SUBADVISED BY OPCAP ADVISORS LLC)
Stocks were relatively flat through the first half of 2004, as investors dealt
with the uncertainty surrounding oil prices, the economy, and the upcoming
presidential election. But by mid-year, the economy hit what many referred to as
a "soft patch", and US stock indices began to fall. These losses were recovered
in the fourth quarter, however, when all sectors of the market posted gains, led
by technology and consumer discretionary.
The net result was a strong calendar year for U.S. equities. From a sector
perspective, energy and utilities were the top performing industries, while
healthcare and technology were the worst. International stocks outperformed US
stocks, small-caps outperformed large-caps, and value once again outperformed
growth.
In this market environment, the Value Small Cap Fund returned 18.43% for the
year, trailing the Russell 2000 Value Index return of 22.25%.
The Fund's underweight and poor stock selection in the materials sector
negatively impacted performance during this period. Plastic packaging
manufacturer Intertape Polymer Group and metal products manufacturer RTI
International Metals both produced lackluster results for the year.
An overweighting of and poor stock selection in information technology also hurt
performance. In particular, Brooks Automation, a global provider of automation
services to the semiconductor industry, lost ground in the quarter. In addition,
United Online, the corporation responsible for the internet service providers
NetZero and Juno, posted disappointing returns.
On a more positive note, the Fund's performance was positively impacted by stock
selection in the consumer discretionary sector. Interface Inc., a manufacturer
of office interior products, and Jos. A. Bank, a manufacturer of classic men's
clothing, both were solid contributors to performance. In addition, the Fund was
helped by an overweight of the industrials industry.
We continue to believe the economy's soft patch is temporary and that growth
will reaccelerate. We still believe there are attractive opportunities in select
areas of the stock market, and we continue to believe that investors who focus
on identifying stocks that have been oversold on negative sentiment, rather than
on fundamentals, will be well positioned to profit.
18
<Page>
VALUE SMALL CAP FUND
TOP TEN EQUITY HOLDINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Astec Industries, Inc. 2.8%
Granite Construction, Inc. 2.5
NeoPharm, Inc. 2.4
Wabash National Corp. 2.2
Keystone Automotive Industries, Inc. 2.2
West Marine, Inc. 2.1
Mobile Mini, Inc. 2.0
Actuant Corp. Class A 2.0
Dycom Industries, Inc. 2.0
SCS Transportation, Inc. 2.0
</Table>
INDUSTRY WEIGHTINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Financial Services 14.3%
Real Estate 10.3
Retail 7.7
Building & Construction 7.2
Medical Products 5.1
Diversified Manufacturing 4.5
Trucking & Shipping 4.2
Oil & Gas - Drilling Equipment 3.6
Insurance 3.2
Automotive 3.2
Semiconductors 2.6
Drugs & Medical Products 2.4
Computer Software 2.4
Internet Software & Services 2.1
Leasing 2.0
Electrical Engineering 1.9
Computer Services 1.8
Chemicals 1.5
Food Services 1.5
Oil - Exploration & Production 1.5
Office Equipment 1.5
Energy 1.4
Property Casualty Insurance 1.3
Commercial Services & Supplies 1.3
Medical & Dental Instruments & Supplies 1.2
Airlines 1.1
Water/Sewer 1.1
Machinery/Engineering 1.0
Telecommunication Services 1.0
Commercial Services 1.0
Telecommunications Equipment 0.9
Business Services 0.8
Manufacturing 0.8
Telecommunications 0.5
Drugs & Pharmaceutical 0.5
Health Services 0.4
Consulting Services 0.4
Technology 0.2
Short Term Investments 0.6
-----
TOTAL 100.0%
=====
</Table>
19
<Page>
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE VALUE SMALL CAP
FUND - INITIAL CLASS AND THE RUSSELL 2000 VALUE INDEX*
<Table>
<Caption>
VALUE SMALL CAP RUSSELL 2000
FUND VALUE INDEX
Jul 17, 2000 $ 10,000 $ 10,000
Jul 31, 2000 $ 10,050 $ 9,228
Aug 31, 2000 $ 10,420 $ 9,932
Sep 30, 2000 $ 10,600 $ 9,640
Oct 31, 2000 $ 10,990 $ 9,210
Nov 30, 2000 $ 10,830 $ 8,264
Dec 31, 2000 $ 12,191 $ 8,974
Mar 31, 2001 $ 11,046 $ 11,140
Jun 30, 2001 $ 13,205 $ 12,450
Sep 30, 2001 $ 11,238 $ 10,789
Dec 31, 2001 $ 13,278 $ 12,592
Mar 31, 2002 $ 14,270 $ 13,785
Jun 30, 2002 $ 13,173 $ 13,493
Sep 30, 2002 $ 10,212 $ 10,620
Dec 31, 2002 $ 10,541 $ 11,143
Mar 31, 2003 $ 9,905 $ 10,578
Jun 30, 2003 $ 12,111 $ 12,981
Sep 30, 2003 $ 13,017 $ 13,984
Dec 31, 2003 $ 14,928 $ 16,273
Mar 31, 2004 $ 16,000 $ 17,399
Jun 30, 2004 $ 16,074 $ 17,546
Sep 30, 2004 $ 15,738 $ 17,573
Dec 31, 2004 $ 17,680 $ 19,894
</Table>
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FUND***
-------- ----------- -------
INITIAL CLASS SHARES
Value Small Cap Fund 18.43% 10.01% 13.63%
Russell 2000 Value Index 22.25% 16.50% 16.66%
</Table>
*The performance data of the index has been prepared from sources and
data that the investment adviser believes to be reliable, but no representation
is made as to their accuracy. The Russell 2000 Value Index is an unmanaged,
marketweighted total return index that measures the performance of companies
within the Russell 2000 Index having lower price-to-book ratios and lower
forecasted growth values. The Russell 2000 Index includes the 2000 companies
with the smallest market capitalizations from the Russell 3000 Index.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee during this period. If this performance
information included the effect of the insurance charges and the fees and
expenses assumed by the investment adviser, performance numbers would be lower.
The value of an investment in the Value Small Cap Fund and the return on the
investment will fluctuate and redemption proceeds may be higher or lower than an
investor's original cost. Returns greater than one year are annualized.
***Initial Class Shares for the period from July 17, 2000 (commencement of
operations) to December 31, 2004.
20
<Page>
MANAGEMENT'S DISCUSSION & ANALYSIS
BLUE CHIP MID CAP FUND (SUBADVISED BY WELLINGTON MANAGEMENT CO., LLP)
The SC Blue Chip Mid Cap Fund returned 16.14% for the twelve months ended
December 31, 2004 slightly trailing the 16.48% return for S&P MidCap 400 Index.
Unfavorable stock selection within the Health Care and Industrials sectors as
well as an overweight position in Information Technology negatively impacted
performance during the period. On the positive side, security selection within
Information Technology, Financials, and Energy was strong during the past twelve
months.
On an absolute basis, Countrywide Financial (Financials) was a stand out
performer due to successful efforts to gain market share and diversify revenues,
which spurred the shares' outperformance. Network Appliance (Information
Technology) benefited from its strong growth and increasing market share in the
data storage industry. VeriSign (Information Technology) more than doubled due
to its successful internet registry business and its well-received acquisition
of Jamba!
BEA Systems and Red Hat (both in Information Technology), and Career Education
(Industrials) were some of the Fund's largest individual detractors on an
absolute basis. BEA Systems was held back due to disappointing earnings results,
while Red Hat retreated as the company restated earnings and transitioned to a
new CFO. Shares of Career Education declined sharply after the company disclosed
that the SEC had upgraded its inquiry into a formal investigation.
Moderate economic strength and growth in corporate profits overshadowed
investors' concern regarding rising inflation, increase oil prices, act of
terrorism, and turmoil in Iraq during the twelve-month period ended December 31,
2004. All major indexes posted positive returns during the period. Small caps
remained strong, as the Russell 2000 Index gained 18% versus 11% for the S&P 500
Index, capping the sixth-consecutive year of small cap outperformance relative
to large cap. Value stocks outperformed growth stocks. Within the S&P 400 MidCap
Index, the Energy and Materials sectors were the top performers, while
Information Technology, the best performer in 2003, was the only sector to post
a negative return.
21
<Page>
BLUE CHIP MID CAP FUND
TOP TEN EQUITY HOLDINGS
AT DECEMBER 31, 2004
<Table>
<Caption>
% OF NET ASSETS
---------------
Countrywide Financial Corp. 2.3%
Pixar 1.9
Rockwell Collins, Inc. 1.7
Paccar, Inc. 1.6
Parker-Hannifin Corp. 1.6
EOG Resources, Inc. 1.6
Education Management Corp. 1.6
Legg Mason, Inc. 1.6
Amdocs Ltd. 1.6
Precision Castparts Corp. 1.6
INDUSTRY WEIGHTINGS
AT DECEMBER 31, 2004
<Caption>
% OF NET ASSETS
---------------
Capital Goods 10.0%
Energy 8.5
Banks 7.3
Materials 6.7
Software & Services 6.5
Insurance 6.2
Commercial Services & Supplies 6.0
Consumer Durables & Apparel 5.6
Diversified Financials 5.2
Media 4.5
Pharmaceuticals & Biotechnology 4.5
Technology Hardware & Equipment 4.4
Automobiles & Components 4.2
Hotels, Restaurants & Leisure 4.0
Retailing 3.9
Utilities 2.7
Telecommunication Services 2.6
Healthcare Equipment & Services 2.3
Real Estate 1.8
Semiconductors & Semiconductor Equipment 1.4
Food, Beverages & Tobacco 1.1
Transportation 0.3
Short Term Investments 0.5
Other assets less liabilities (0.2)
-----
TOTAL 100.0%
=====
</Table>
22
<Page>
BLUE CHIP MID CAP FUND
[CHART]
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE BLUE CHIP MID CAP
FUND - INITIAL CLASS AND THE S&P MIDCAP 400 INDEX*
<Table>
<Caption>
BLUE CHIP MID CAP S&P MIDCAP 400
FUND INDEX
Sep 1, 99 $ 10,000 $ 10,000
Sep 30, 99 $ 9,700 $ 9,691
Dec 31, 99 $ 12,707 $ 11,357
Mar 31, 2000 $ 15,610 $ 12,798
Jun 30, 2000 $ 15,187 $ 12,376
Sep 30, 2000 $ 16,768 $ 13,879
Dec 31, 2000 $ 15,879 $ 13,345
Mar 31, 2001 $ 13,918 $ 11,907
Jun 30, 2001 $ 15,446 $ 13,474
Sep 30, 2001 $ 12,790 $ 11,242
Dec 31, 2001 $ 15,366 $ 13,264
Mar 31, 2002 $ 16,004 $ 14,156
Jun 30, 2002 $ 14,910 $ 12,838
Sep 30, 2002 $ 12,243 $ 10,714
Dec 31, 2002 $ 13,075 $ 11,339
Mar 31, 2003 $ 12,813 $ 10,836
Jun 30, 2003 $ 15,127 $ 12,747
Sep 30, 2003 $ 15,663 $ 13,586
Dec 31, 2003 $ 17,794 $ 15,378
Mar 31, 2004 $ 18,273 $ 16,156
Jun 30, 2004 $ 18,433 $ 16,313
Sep 30, 2004 $ 18,319 $ 15,970
Dec 31, 2004 $ 20,667 $ 17,913
</Table>
TOTAL RETURNS FOR PERIODS ENDED DECEMBER 31, 2004**
<Table>
<Caption>
LIFE OF
ONE YEAR THREE YEARS FIVE YEARS FUND***
-------- ----------- ---------- -------
INITIAL CLASS SHARES
Blue Chip Mid Cap Fund 16.14% 10.38% 10.22% 14.58%
S&P MidCap 400 Index 16.48% 10.53% 9.54% 11.55%
</Table>
*The performance data of the index has been prepared from sources and data that
the investment adviser believes to be reliable, but no representation is made as
to their accuracy. The index is unmanaged and has no fees or costs. The Standard
& Poor's MidCap 400 Index is a capitalization-weighted index that measures the
mid-range sector of the U.S. stock market.
**Performance data is historical and includes changes in share price and
reinvestment of income dividends and capital gains distributions. Past
performance does not indicate future results. Performance numbers are net of all
operating expenses, but do not include any insurance charges imposed in
connection with your variable insurance contract. In addition, the investment
adviser reduced its management fee during this period. If this performance
information included the effect of the insurance charges and the fees and
expenses assumed by the investment adviser, performance numbers would be lower.
The value of an investment in the Blue Chip Mid Cap Fund and the return on the
investment will fluctuate and redemption proceeds may be higher or lower than an
investor's original cost. Returns greater than one year are annualized.
***Initial Class Shares for the period from September 1, 1999 (commencement of
operations) to December 31, 2004.
23
EXPENSE INFORMATION
DECEMBER 31, 2004 (UNAUDITED)
INFORMATION ABOUT YOUR FUND'S EXPENSES
All mutual funds incur ongoing operating expenses, including management fees and
administrative services, among others. The following tables are intended to
increase your understanding of the ongoing costs of investing in each Fund. The
following examples are based on the investment of $1,000 at the beginning of the
period and held for the entire period, July 1, 2004 to December 31, 2004.
Expense information does not include any insurance charges imposed in connection
with your variable insurance contract.
ACTUAL EXPENSES: The first section of each table provides information about
actual account values and actual expenses. You may use the information in this
section, together with the amount you invested, to estimate the expenses you
paid over the period. To do so, simply divide your account value by $1,000 (for
example, an $8,600 account value divided by $1,000 = 8.6), then multiply the
result by the number given for your fund under the heading "Expenses Paid During
the Period".
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES): The second section of each
table provides information about hypothetical account values and hypothetical
expenses based on each Fund's actual expense ratio and an assumed rate of return
of 5% per year before expenses, which is not the actual return of the Fund. The
hypothetical account values and expenses may not be used to estimate the actual
ending account balance or expenses you paid for the period. However, you may use
this information to compare the ongoing costs of investing in the Funds with the
hypothetical examples that appear in the shareholder reports of other mutual
funds.
EXPENSE INFORMATION
SUN CAPITAL ALL CAP FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,073.55 $ 4.69
Service Class $ 1,000.00 $ 1,072.78 $ 5.99
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,020.61 $ 4.57
Service Class $ 1,000.00 $ 1,019.36 $ 5.84
</Table>
SUN CAPITAL MONEY MARKET FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,005.29 $ 3.28
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,021.87 $ 3.30
</Table>
SC DAVIS VENTURE VALUE FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,072.59 $ 4.69
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,020.61 $ 4.57
</Table>
SC BLUE CHIP MID CAP FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,121.21 $ 5.33
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,020.11 $ 5.08
</Table>
SUN CAPITAL INVESTMENT GRADE BOND FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,058.02 $ 3.88
Service Class $ 1,000.00 $ 1,056.21 $ 5.17
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,021.37 $ 3.81
Service Class $ 1,000.00 $ 1,020.11 $ 5.08
</Table>
SUN CAPITAL REAL ESTATE FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,261.31 $ 6.99
Service Class $ 1,000.00 $ 1,259.72 $ 8.52
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,018.95 $ 6.24
Service Class $ 1,000.00 $ 1,017.60 $ 7.61
</Table>
SC VALUE SMALL CAP FUND
<Table>
<Caption>
BEGINNING ENDING
ACCOUNT ACCOUNT EXPENSES
VALUE VALUE PAID DURING
7/1/2004 12/31/2004 THE PERIOD*
------------ ------------ ------------
ACTUAL
Initial Class $ 1,000.00 $ 1,099.88 $ 5.28
HYPOTHETICAL (5% ANNUAL RETURN BEFORE EXPENSES)
Initial Class $ 1,000.00 $ 1,020.11 $ 5.08
</Table>
* For each class of the Fund, expenses are equal to the six-month annualized
expense ratio for the class, multiplied by the average account value over
the period, multiplied by the number of days in the most recent six-month
period divided by the number of days in the year. The six-month annualized
expense ratio was 0.90%, 1.15%, 0.75%, 1.00%, 0.65%, 1.23%, 1.50%, 0.90%,
1.00% and 1.00% for the All Cap Fund - Initial Class, All Cap Fund -
Service Class, Investment Grade Bond Fund - Initial Class, Investment Grade
Bond Fund - Service Class, Money Market Fund - Initial Class, Real Estate
Fund - Initial Class, Real Estate Fund - Service Class, Davis Venture Value
Fund - Initial Class, Value Small Cap Fund - Initial Class and Blue Chip
Mid Cap Fund - Initial Class, respectively.
24
<Page>
ALL CAP FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
SHARES VALUE
- --------------------------------------------------------------------------------------------------------
COMMON STOCK - 95.6%
AGRICULTURE - 4.6%
Bunge Ltd. 2,345 $ 133,688
Delta and Pine Land Co. 3,050 83,204
Monsanto Co. 2,836 157,540
--------------
374,432
--------------
AUTO PARTS - 1.2%
Exide Technologies* 7,040 97,011
--------------
AUTOMOTIVE - 1.9%
Navistar International Corp.* 3,609 158,724
--------------
BANKS - 9.1%
Bank of America Corp. 3,210 150,838
New York Community
Bancorp, Inc. 7,735 159,109
State Street Corp. 3,121 153,304
Wachovia Corp. 2,568 135,077
Wells Fargo & Co. 2,370 147,295
--------------
745,623
--------------
BIOTECHNOLOGY - 7.6%
Amgen, Inc.* 2,309 148,122
Chiron Corp.* 4,860 161,984
ImClone Systems, Inc.* 3,399 156,626
MedImmune, Inc.* 5,765 156,289
--------------
623,021
--------------
BROADCASTING - RADIO/TV - 1.8%
Clear Channel Communications, Inc. 4,397 147,256
--------------
CABLE & SATELLITE OPERATORS - 1.9%
Comcast Corp. Class A* 4,667 155,318
--------------
CABLE TV SERVICES - 4.0%
Cablevision Systems New York Group
Class A* 6,333 157,692
EchoStar Communications Corp.
Class A 5,104 169,657
--------------
327,349
--------------
CHEMICALS - 1.9%
The Dow Chemical Co. 3,065 151,748
--------------
COMPUTERS & BUSINESS EQUIPMENT - 1.4%
Brocade Communications
Systems, Inc.* 14,432 110,260
--------------
COMPUTER & PERIPHERALS - 1.3%
SanDisk Corp.* 4,234 105,723
--------------
COSMETICS & TOILETRIES - 1.7%
Revlon, Inc. Class A* 60,808 $ 139,858
--------------
DIVERSIFIED MANUFACTURING - 1.7%
Tyco International Ltd. 3,802 135,883
--------------
ELECTRICAL EQUIPMENT - 3.5%
GrafTech International Ltd.* 8,914 84,326
Vicor Corp. 15,404 201,947
--------------
286,273
--------------
ENERGY - 2.3%
Calpine Corp.* 46,710 184,037
--------------
ENTERTAINMENT - 3.1%
Blockbuster, Inc. Class A 9,436 90,019
Electronic Arts, Inc.* 2,582 159,258
--------------
249,277
--------------
FIBER OPTICS - 2.0%
JDS Uniphase Corp.* 52,736 167,173
--------------
FINANCE - 1.9%
CIT Group, Inc. 3,464 158,720
--------------
FINANCIAL SERVICES - 1.8%
Citigroup, Inc. 3,109 149,792
--------------
FOOD, BEVERAGES & TOBACCO - 3.2%
American Italian Pasta Co. Class A 850 19,763
Archer-Daniels-Midland Co. 7,159 159,717
Performance Food Group, Inc.* 2,968 79,869
--------------
259,349
--------------
HEALTH CARE EQUIPMENT & SUPPLIES - 1.6%
Baxter International, Inc. 3,893 134,464
--------------
HEALTH CARE PROVIDER & SERVICES - 3.7%
HCA, Inc. 3,735 149,251
Manor Care, Inc. 4,382 155,254
--------------
304,505
--------------
INDUSTRIAL - 3.0%
UNOVA, Inc.* 9,540 241,267
--------------
MANUFACTURING - DIVERSIFIED - 3.5%
The Timken Co. 5,171 134,550
Trinity Industries, Inc. 4,404 150,088
--------------
284,638
--------------
</Table>
See Notes to Financial Statements.
25
<Page>
<Table>
<Caption>
SHARES VALUE
- --------------------------------------------------------------------------------------------------------
MEDICAL DEVICES - 1.8%
Boston Scientific Corp.* 4,188 $ 148,883
--------------
PHOTO EQUIPMENT - 1.8%
Eastman Kodak Co. 4,613 148,769
--------------
PIPELINES - 3.7%
Dynegy, Inc. Class A* 16,139 74,562
The Williams Cos., Inc. 13,860 225,780
--------------
300,342
--------------
RAILROADS - 1.8%
Union Pacific Corp. 2,156 144,991
--------------
SEMICONDUCTORS - 1.0%
Agere Systems, Inc.* 60,696 81,940
--------------
SOFTWARE & SERVICES - 3.3%
Ascential Software Corp.* 5,467 89,167
Parametric Technology Corp.* 30,149 177,577
--------------
266,744
--------------
TELECOMMUNICATIONS EQUIPMENT - 7.5%
Arris Group, Inc.* 18,553 $ 130,613
C-Cor.net Corp.* 9,919 92,247
Lucent Technologies, Inc.* 64,032 240,760
Tellabs, Inc.* 17,570 150,926
--------------
614,546
--------------
TRANSPORTATION - 2.2%
GATX Corp. 6,092 180,080
--------------
WASTE MANAGEMENT - 2.8%
Clean Harbors, Inc.* 15,045 226,879
--------------
Total Common Stock
(cost $6,762,619) 7,804,875
--------------
SHORT TERM INVESTMENTS - 3.6%
MUTUAL FUNDS - 3.6%
Federated Prime Obligation 291,398 291,398
SSGA Money Market Fund 163 163
--------------
Total Short Term Investments
(amortized cost $291,561) 291,561
--------------
TOTAL INVESTMENTS - 99.2%
(cost $7,054,180) 8,096,436
Other assets less liabilities - 0.8% 63,203
--------------
NET ASSETS - 100.0% $ 8,159,639
==============
</Table>
* Non-income producing security
See Notes to Financial Statements.
26
<Page>
INVESTMENT GRADE BOND FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
ASSET BACKED SECURITIES - 1.6%
Airplanes Pass Through
Trust Series D
10.88%, 3/15/19 (3) $ 494 $ 4,939
California Infrastructure
Development
6.42%, 9/25/08 136 139,859
Peco Energy Transition Trust
6.13%, 3/1/09 750 802,009
--------------
Total Asset Backed Securities
(cost $1,237,313) 946,807
--------------
CORPORATE DEBT OBLIGATIONS - 42.2%
AUTOMOTIVE - 1.6%
Ford Motor Co.
7.45%, 7/16/31 900 905,164
--------------
BROADCASTING/MEDIA - 4.2%
Continental Cablevision, Inc.
9.50%, 8/1/13 975 1,055,565
News America, Inc.
6.75%, 1/9/38 300 337,355
Time Warner Entertainment Co.
10.15%, 5/1/12 800 1,049,522
--------------
2,442,442
--------------
BUILDING CONSTRUCTION - 2.1%
Centex Corp.
7.35%, 4/4/06 135 140,429
KB Home & Broad Home Corp.
6.38%, 8/15/11 650 682,500
Pulte Homes, Inc.
7.88%, 6/15/32 320 377,446
--------------
1,200,375
--------------
ELECTRIC UTILITIES - 4.5%
Allegheny Energy Supply
Co. LLC
8.25%, 4/15/12 (1) 750 838,125
CenterPoint Energy, Inc.
6.85%, 6/1/15 625 691,816
Edison Mission Energy
9.88%, 4/15/11 285 337,725
Potomac Edison Co.
5.35%, 11/15/14 (1) 500 503,891
PSEG Energy Holdings, Inc.
8.50%, 6/15/11 200 228,250
--------------
2,599,807
--------------
FINANCIAL SERVICES - 1.1%
Washington Mutual Bank
5.13%, 1/15/15 $ 660 $ 655,516
--------------
FOODS - 1.2%
Dole Food Co., Inc.
7.25%, 6/15/10 700 719,250
--------------
GAMING - 2.9%
Harrah's Operating Co., Inc.
5.38%, 12/15/13 1,000 1,005,250
MGM Mirage, Inc.
8.50%, 9/15/10 600 682,500
--------------
1,687,750
--------------
GAS & PIPELINE UTILITIES - 1.5%
Dynegy Holdings, Inc.
6.88%, 4/1/11 200 192,500
Enterprise Products Operating L.P.
5.60%, 10/15/14 (1) 700 706,209
--------------
898,709
--------------
HEALTH SERVICES - 1.3%
Medco Health Solutions, Inc.
7.25%, 8/15/13 650 727,122
--------------
INSURANCE - 1.9%
Assurant, Inc.
5.63%, 2/15/14 600 619,649
Liberty Mutual Group, Inc.
7.00%, 3/15/34 (1) 500 505,546
--------------
1,125,195
--------------
INSURANCE - LIFE/HEALTH - 1.0%
Wellpoint, Inc.
5.00%, 12/15/14 (1) 575 573,190
--------------
OIL - 2.1%
Amerada Hess Corp.
7.30%, 8/15/31 500 557,800
Pemex Finance Ltd.
9.03%, 2/15/11 600 691,806
--------------
1,249,606
--------------
PAPER - 1.1%
Abitibi-Consolidated, Inc.
5.25%, 6/20/08 650 636,187
--------------
</Table>
See Notes to Financial Statements.
27
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
REAL ESTATE - 6.0%
Commercial Net Lease Realty
6.25%, 6/15/14 $ 750 $ 780,476
7.13%, 3/15/08 600 642,412
Reckson Operating Partnership
5.15%, 1/15/11 700 706,049
Shurgard Storage Centers, Inc.
5.88%, 3/15/13 600 620,053
Westfield Capital Corp.
5.13%, 11/15/14 (1) 750 746,396
--------------
3,495,386
--------------
RETAIL - 1.1%
Safeway, Inc.
5.63%, 8/15/14 600 619,055
--------------
SOVEREIGN - 2.7%
Aries Vermogensverwaltungs
Series C
9.60%, 10/25/14 (1) 750 922,500
Republic of South Africa
6.50%, 6/2/14 600 657,000
--------------
1,579,500
--------------
TELECOMMUNICATIONS - 3.8%
America Movil S.A. de C.V
5.50%, 3/1/14 650 642,138
AT&T Wireless Services, Inc.
8.75%, 3/1/31 500 674,157
Intelsat
6.50%, 11/1/13 260 236,600
Sprint Capital Corp.
6.90%, 5/1/19 600 671,214
--------------
2,224,109
--------------
TOBACCO - 1.4%
Altria Group, Inc.
7.00%, 11/4/13 750 812,662
--------------
TRANSPORTATION - 0.7%
Continental Airlines, Inc.
6.41%, 4/15/07 63 59,466
8.05%, 11/1/20 358 362,509
--------------
421,975
--------------
Total Corporate Debt Obligations
(cost $23,018,926) 24,573,000
--------------
COMMERCIAL MORTGAGE
BACKED SECURITIES - 4.6%
Commercial Mortgage Asset
Trust Series 1999-C1 Class F
6.25%, 1/17/32 (1) $ 400 $ 425,273
CS First Boston Mortgage
Securities Corp.
Series 2000-C1 Class A2
7.55%, 4/14/62 400 456,686
GMAC Commercial Mortgage
Securities, Inc.
Series 2003-C1 Class A2
4.08%, 5/10/36 800 770,981
4.22%, 4/10/40 220 220,818
LB-UBS Commercial Mortgage
Trust Series 2002-C2 Class A1
3.83%, 6/15/26 511 513,397
Morgan Stanley Capital I
Series 1997-XL1 Class A1
6.59%, 10/3/30 38 37,773
Wachovia Bank Comercial
Mortgage Trust
Series 2003-C9 Class A2
3.96%, 12/15/35 235 234,716
--------------
Total Commercial Mortgage
Backed Securities
(cost $2,521,559) 2,659,644
--------------
U.S. GOVERNMENT AGENCY
OBLIGATIONS - 45.8%
Federal Home Loan Mortgage
3.00%, 9/29/06 2,000 1,987,162
4.75%, 8/1/32 757 776,413
4.75%, 10/11/12 2,000 1,997,506
5.00%, 9/1/19 510 518,048
5.00%, 11/1/19 1,056 1,073,042
5.00%, 6/1/34 970 964,210
5.50%, 10/1/17 322 333,171
5.50%, 11/1/17 621 641,992
5.50%, 9/15/28 600 620,530
5.50%, 6/1/33 550 558,898
5.50%, TBA 500 507,812
5.75%, 4/15/08 1,250 1,334,811
6.00%, 1/1/17 300 314,579
6.00%, 2/1/29 37 37,927
6.50%, 10/1/16 244 258,831
6.50%, 11/1/16 20 21,278
6.50%, 9/1/34 749 786,450
</Table>
See Notes to Financial Statements.
28
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
7.00%, 11/1/29 $ 67 $ 71,008
7.00%, 1/1/31 38 40,300
7.00%, 4/1/31 12 12,568
7.00%, 8/1/31 165 174,533
7.50%, 3/1/30 19 20,735
7.50%, 12/1/30 56 59,972
9.00%, 11/1/06 1 1,190
Federal National Mortgage Assn
4.50%, 6/1/19 1,898 1,893,633
5.00%, 6/1/18 713 724,778
5.00%, 7/1/34 736 730,649
5.00%, TBA 1,300 1,320,312
5.50%, 12/1/32 (2) 1,844 1,874,918
6.00%, 12/1/13 27 27,841
6.00%, 11/1/16 39 41,321
6.00%, 1/25/32 1,197 1,239,676
6.00%, TBA 750 775,313
8.00%, 8/1/30 9 9,893
Government National Mortgage
Assn
5.50%, TBA 1,100 1,122,343
6.00%, 8/15/16 129 135,571
6.50%, 9/15/31 196 206,538
6.50%, 3/15/32 265 279,135
6.50%, 9/15/32 296 311,590
6.50%, 10/15/32 492 518,313
7.00%, 12/15/14 38 40,264
7.00%, 2/15/28 46 49,125
7.50%, 3/15/30 39 42,185
7.50%, 9/15/30 92 98,350
Tennessee Valley Authority
Series A
5.63%, 1/18/11 200 214,865
U.S. Treasury Notes
3.88%, 1/15/09 (2) 1,746 1,956,666
--------------
Total U.S. Government
Agency Obligations
(cost $26,347,275) 26,726,245
--------------
SHORT TERM INVESTMENTS - 11.4%
COMMERCIAL PAPER - 7.9%
American General Finance Corp.
2.34%, 1/13/05 $ 2,300 $ 2,298,206
General Electric Capital Corp.
2.28%, 1/13/05 2,300 2,300,000
--------------
4,598,206
--------------
<Caption>
SHARES
--------------
MUTUAL FUNDS - 3.5%
Federated Prime Obligation 2,068,283 2,068,283
SSGA Money Market Fund 7 7
--------------
2,068,290
--------------
Total Short Term
Investments
(cost $6,666,496) 6,666,496
--------------
TOTAL INVESTMENTS - 105.6%
(cost $59,791,569) 61,572,192
Other assets less
liabilities - (5.6)% (3,249,042)
--------------
NET ASSETS - 100.0% $ 58,323,150
==============
</Table>
TBA = to be announced
(1) Eligible for resale under rule 144A of the Securities Act of 1933. These
securities may be resold in transactions exempt from registration, normally
to qualified institutional buyers. At December 31, 2004 these securities
amounted to $5,221,130, representing 8.95% of net assets.
(2) Security or a portion of the security has been designated as collateral for
TBA securities.
(3) Security is in default.
See Notes to Financial Statements.
29
<Page>
MONEY MARKET FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
PRINCIPAL
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
BANKERS ACCEPTANCE - 4.0%
Bank of America NA
2.27%, 1/21/05
(amortized cost $4,793,947) $ 4,800 $ 4,793,947
--------------
COMMERCIAL PAPER - 70.9%
American Express Credit Corp.
2.27%, 1/6/05 1,500 1,500,000
American General Finance Corp.
2.30%, 1/6/05 (1) 3,800 3,798,786
2.32%, 1/7/05 (1) 1,000 999,613
BellSouth Corp.
2.28%, 1/5/05 (1) 1,583 1,582,599
2.28%, 1/7/05 (1) 2,900 2,898,898
Caterpillar Financial Services NV
2.20%, 1/3/05 1,500 1,499,817
CIT Group, Inc.
2.44%, 3/28/05 4,765 4,737,225
Citicorp
2.30%, 1/12/05 4,900 4,900,000
Coca-Cola Co.
2.26%, 1/24/05 1,870 1,867,300
2.30%, 2/15/05 3,000 2,991,375
Export Development Corp.
2.25%, 2/22/05 4,945 4,928,929
FCAR Owner Trust
2.04%, 1/4/05 1,800 1,799,694
2.08%, 1/4/05 3,500 3,499,393
General Electric Capital Corp.
2.17%, 1/11/05 2,000 2,000,000
2.37%, 2/15/05 2,950 2,950,000
Harley Davidson
2.38%, 1/3/05 (1) 1,740 1,739,770
HSBC Finance Corp.
2.32%, 1/20/05 4,995 4,988,884
International Business Machines
Corp. (IBM)
2.28%, 2/1/05 4,875 4,865,429
Morgan Stanley Dean Witter & Co.
2.17%, 1/5/05 5,045 5,043,783
National Rural Utilities Cooperative
Finance Corp.
2.23%, 1/10/05 900 899,498
2.32%, 1/13/05 4,000 3,996,907
Pfizer, Inc.
2.26%, 1/14/05 (1) 3,355 3,352,262
Province of British Columbia
2.22%, 3/14/05 2,400 2,389,344
SBC Communications, Inc.
2.35%, 2/7/05 (1) $ 5,000 $ 4,987,924
Thunder Bay Funding, Inc.
2.20%, 1/14/05 (1) 3,940 3,936,870
Toyota Credit de Puerto Rico
2.08%, 1/3/05 2,100 2,099,757
Toyota Motor Credit Co.
2.28%, 2/7/05 2,200 2,194,845
UBS Finance, Inc.
2.30%, 1/11/05 3,663 3,660,660
--------------
Total Commercial Paper
(amortized cost $86,109,562) 86,109,562
--------------
U.S. GOVERNMENT AGENCY
OBLIGATIONS - 21.6%
Federal Home Loan Mortgage
1.95%, 3/31/05 4,335 4,314,102
2.02%, 5/3/05 3,000 2,979,463
2.21%, 1/28/05 4,000 3,993,370
2.24%, 1/11/05 4,800 4,797,020
Federal National Mortgage Assn
2.16%, 1/10/05 4,500 4,497,570
2.20%, 2/23/05 4,000 3,987,044
U.S. Treasury Bills
2.14%, 2/24/05 1,700 1,694,543
--------------
Total U.S. Government
Agency Obligations
(amortized cost $26,263,112) 26,263,112
--------------
<Caption>
SHARES
--------------
MUTUAL FUNDS - 3.7%
Federated Prime Obligation 4,454,563 4,454,563
SSGA Money Market Fund 1,334 1,334
--------------
Total Mutual Funds
(amortized cost $4,455,897) 4,455,897
--------------
TOTAL INVESTMENTS - 100.2%
(cost $121,622,518) 121,622,518
Other assets less
liabilities - (0.2)% (223,755)
--------------
NET ASSETS - 100.0% $ 121,398,763
==============
</Table>
(1) Security exempt from registration under the Securities Act of 1933. These
securities may be resold in transactions exempt from registration, normally
to qualified institutional buyers. At December 31, 2004 these securities
amounted to $23,296,721, representing 19.19% of net assets.
See Notes to Financial Statements.
30
<Page>
REAL ESTATE FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
SHARES VALUE
- --------------------------------------------------------------------------------------------------------
REAL ESTATE INVESTMENT
TRUSTS - 98.4%
APARTMENTS - 21.4%
Archstone-Smith Trust 177,053 $ 6,781,130
AvalonBay Communities, Inc. 41,459 3,121,863
BRE Properties, Inc. 138,246 5,572,696
Equity Residential Properties
Trust 156,917 5,677,257
United Dominion Realty
Trust, Inc. 221,470 5,492,456
--------------
26,645,402
--------------
DIVERSIFIED - 5.8%
Vornado Realty Trust 94,547 7,197,863
--------------
HOTELS & RESTAURANTS - 9.0%
Host Marriott Corp. 214,905 3,717,857
MeriStar Hospitality Corp.* 890,631 7,436,769
--------------
11,154,626
--------------
MIXED - 6.1%
Duke Realty Corp. 84,691 2,891,351
Reckson Associates Realty Corp. 142,208 4,665,844
--------------
7,557,195
--------------
MORTGAGE - 2.0%
Gramercy Capital Corp. 118,488 2,440,853
--------------
OFFICE - 12.3%
Alexandria Real Estate
Equities, Inc. 82,615 6,148,208
CarrAmerica Realty Corp. 120,415 3,973,695
SL Green Realty Corp. 85,183 5,157,831
--------------
15,279,734
--------------
REGIONAL MALLS - 15.0%
Macerich Co. 151,974 9,543,967
Simon Property Group, Inc. 140,552 9,089,498
--------------
18,633,465
--------------
SHOPPING CENTERS - 13.7%
Developers Diversified
Realty Corp. 154,136 6,839,014
Kimco Realty Corp. 91,709 5,318,205
Regency Centers Corp. 87,485 4,846,669
--------------
17,003,888
--------------
STORAGE - 4.9%
Shurgard Storage Centers, Inc.
Class A 139,631 $ 6,145,160
--------------
TRIPLE NET LEASES - 3.5%
American Financial Realty Trust 266,062 4,304,883
--------------
WAREHOUSE & INDUSTRIAL - 4.7%
ProLogis Trust 135,937 5,890,150
--------------
Total Real Estate Investment Trusts
(cost $93,487,248) 122,253,219
--------------
SHORT-TERM INVESTMENTS - 1.4%
MUTUAL FUNDS - 1.4%
Federated Prime Obligation
(amortized cost $1,699,255) 1,699,255 1,699,255
--------------
TOTAL INVESTMENTS - 99.8%
(cost $95,186,503) 123,952,474
Other assets less
liabilities - 0.2% 238,177
--------------
NET ASSETS - 100.0% $ 124,190,651
==============
</Table>
* Non-income producing security
See Notes to Financial Statements.
31
<Page>
DAVIS VENTURE VALUE FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
COUNTRY
CODE SHARES VALUE
- --------------------------------------------------------------------------------------------------------
COMMON STOCK - 97.1%
BANKING S & L - 12.2%
Fifth Third Bancorp 13,900 $ 657,192
Golden West
Financial Corp. 25,200 1,547,784
HSBC Holdings
PLC GB 112,288 1,890,964
Lloyds TSB Group
PLC ADR 11,800 434,122
State Street Corp. 2,600 127,712
Wells Fargo & Co. 25,700 1,597,255
--------------
6,255,029
--------------
BUILDING MATERIALS - 1.4%
Martin Marietta
Materials, Inc. 7,000 375,620
Vulcan Materials Co. 6,500 354,965
--------------
730,585
--------------
COMMUNICATION SERVICES - 3.5%
Comcast Corp. Class A
Special* 54,400 1,786,496
--------------
COMPUTERS - 1.7%
Lexmark International, Inc.
Class A* 10,600 901,000
--------------
CONSUMER PRODUCTS & SERVICES - 6.2%
Altria Group, Inc. 43,900 2,682,290
Iron Mountain, Inc.* 15,900 484,791
--------------
3,167,081
--------------
DIVERSIFIED INTERESTS & HOLDINGS - 0.4%
Rentokil Initial PLC GB 73,700 208,620
--------------
DIVERSIFIED MANUFACTURING - 4.6%
Tyco International Ltd. 66,330 2,370,634
--------------
ENERGY SOURCES - 2.0%
Devon Energy Corp. 25,800 1,004,136
--------------
FINANCIAL SERVICES - 19.3%
American Express Co. 61,900 3,489,303
Citigroup, Inc. 33,033 1,591,530
D&B Corp.* 9,300 554,745
H&R Block, Inc. 16,400 803,600
JPMorgan Chase & Co. 43,296 1,688,977
Moody's Corp. 8,600 746,910
Morgan Stanley 7,500 416,400
Providian Financial
Corp.* 12,200 $ 200,934
Takefuji Corp. JP 6,300 424,988
--------------
9,917,387
--------------
FOOD, BEVERAGES & RESTAURANTS - 3.4%
Diageo PLC ADR 13,300 769,804
Heineken Holding NV
Class A NL 15,025 452,551
Hershey Foods Corp. 9,800 544,292
--------------
1,766,647
--------------
HEALTH CARE FACILITIES - 1.2%
HCA, Inc. 15,900 635,364
--------------
HOUSEHOLD DURABLES - 0.0%
Hunter Douglas NV NL 200 10,627
--------------
INSURANCE - 17.8%
American International
Group, Inc. 34,700 2,278,749
Aon Corp. 15,400 367,444
Berkshire Hathaway,
Inc. Class A* 25 2,197,500
Loews Corp. 14,200 998,260
Markel Corp.* 140 50,960
Marsh & McLennan
Cos., Inc. 16,000 526,400
The Chubb Corp. 2,100 161,490
The Principal Financial
Group, Inc. 5,200 212,888
The Progressive Corp. 18,400 1,561,056
Transatlantic Holdings,
Inc 12,687 784,437
--------------
9,139,184
--------------
INTERNET SOFTWARE & SERVICES - 0.5%
IAC/ InterActiveCorp* 10,000 276,200
--------------
MULTIMEDIA - 1.4%
Lagardere S.C.A. FR 9,800 704,439
--------------
OIL & GAS - 6.7%
ConocoPhillips 14,364 1,247,226
EOG Resources, Inc. 11,100 792,096
Occidental Petroleum
Corp. 18,000 1,050,480
Transocean, Inc.* 8,500 360,315
--------------
3,450,117
--------------
</Table>
See Notes to Financial Statements.
32
<Page>
PACKAGING - 2.8%
<Table>
<Caption>
COUNTRY
CODE SHARES VALUE
- --------------------------------------------------------------------------------------------------------
PACKAGING - 2.8%
Sealed Air Corp.* 26,600 $ 1,416,982
--------------
PHARMACEUTICALS - 2.7%
Cardinal Health, Inc. 11,000 639,650
Eli Lilly & Co. 8,700 493,725
Novartis AG CH 5,200 261,139
--------------
1,394,514
--------------
PUBLISHING - 0.6%
Gannett, Inc. 3,500 285,950
--------------
REAL ESTATE - 1.9%
CenterPoint
Properties Trust 20,396 976,764
--------------
RETAILING - 3.1%
Costco Wholesale
Corp. 33,400 1,616,894
--------------
SOFTWARE - 1.1%
Microsoft Corp. 20,600 550,226
--------------
TELECOMMUNICATIONS - 0.8%
Nokia Corp. ADR 9,500 148,865
SK Telecom Co., Ltd.
ADR 11,000 244,750
--------------
393,615
--------------
TRANSPORTATION - 0.9%
United Parcel Services,
Inc. Class B 5,500 470,030
--------------
WHOLESALE & RETAIL - 0.9%
AutoZone, Inc.* 4,900 447,419
--------------
Total Common Stock
(cost $39,126,982) 49,875,940
--------------
</Table>
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
SHORT TERM INVESTMENT - 2.9%
REPURCHASE AGREEMENT - 2.9%
State Street Bank and Trust Company
2.17%, 1/03/05
(collateralized by $1,515,000
Federal Home Loan Mortgage
Corporation, 2.325%, 04/14/06 with
a value of $1,507,523, total to be
received $1,475,267)
(cost $1,475,000) $ 1,475 $ 1,475,000
--------------
TOTAL INVESTMENTS - 100.0%
(cost $40,601,982) 51,350,940
Other assets less
liabilities - 0.0% 10,749
--------------
NET ASSETS - 100.0% $ 51,361,689
==============
</Table>
* Non-income producing security
ADR = American Depositary Receipt
CH = Switzerland
FR = France
GB = Great Britain
JP = Japan
NL = Netherlands
See Notes to Financial Statements.
33
<Page>
VALUE SMALL CAP FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
SHARES VALUE
- --------------------------------------------------------------------------------------------------------
COMMON STOCK - 99.4%
AIRLINES - 1.1%
AirTran Holdings, Inc.* 93,400 $ 999,380
--------------
AUTOMOTIVE - 3.2%
Keystone Automotive
Industries, Inc.* 82,600 1,920,450
LKQ Corp.* 43,800 879,066
--------------
2,799,516
--------------
BUILDING & CONSTRUCTION - 7.2%
Astec Industries, Inc.* 142,500 2,452,425
Dycom Industries, Inc* 57,900 1,767,108
Granite Construction,
Inc. 82,600 2,197,160
--------------
6,416,693
--------------
BUSINESS SERVICES - 0.8%
Certegy, Inc. 21,100 749,683
--------------
CHEMICALS - 1.5%
Hercules, Inc.* 89,400 1,327,590
--------------
COMMERCIAL SERVICES - 1.0%
Chemed Corp. 13,500 905,985
--------------
COMMERCIAL SERVICES & SUPPLIES - 1.3%
SOURCECORP, Inc.* 60,000 1,146,600
--------------
COMPUTER SERVICES - 1.8%
Overland Storage, Inc.* 23,800 397,222
RadiSys Corp.* 30,000 586,500
Tier Technologies,
Inc.* 70,300 650,275
--------------
1,633,997
--------------
COMPUTER SOFTWARE - 2.4%
Parametric Technology
Corp.* 108,900 641,421
Renaissance Learning,
Inc. 80,500 1,494,080
--------------
2,135,501
--------------
CONSULTING SERVICES - 0.4%
Gartner, Inc. Class A* 28,500 355,110
--------------
DIVERSIFIED MANUFACTURING - 4.5%
Actuant Corp. Class A* 34,700 1,809,605
Blount International,
Inc.* 72,700 1,266,434
TTM Technologies, Inc.* 77,800 918,040
--------------
3,994,079
--------------
DRUGS & MEDICAL PRODUCTS - 2.4%
NeoPharm, Inc.* 172,100 $ 2,152,971
--------------
DRUGS & PHARMACEUTICAL - 0.5%
Nastech Pharmaceutical
Company, Inc.* 33,100 400,179
--------------
ELECTRICAL ENGINEERING - 1.9%
EMCOR Group, Inc.* 37,700 1,703,286
--------------
ENERGY - 1.4%
MDU Resources
Group, Inc. 46,593 1,243,101
--------------
FINANCIAL SERVICES - 14.3%
Affiliated Managers
Group, Inc.* 21,000 1,422,540
BISYS Group, Inc.* 106,200 1,746,990
CapitalSource, Inc.* 37,500 962,625
First State
Bancorporation 44,341 1,629,975
Hancock Holding Co. 43,500 1,455,510
Pacific Capital
Bancorp 46,000 1,563,540
Piper Jaffray Cos., Inc.* 27,900 1,337,805
Prosperity Bancshares,
Inc 53,700 1,568,577
Texas Regional
Bancshares, Inc.
Class A 32,700 1,068,636
--------------
12,756,198
--------------
FOOD SERVICES - 1.5%
Performance Food
Group Co.* 49,200 1,323,972
--------------
HEALTH SERVICES - 0.4%
Enzon Pharmaceuticals,
Inc.* 27,200 373,184
--------------
INSURANCE - 3.2%
Delphi Financial Group,
Inc. Class A 31,500 1,453,725
Triad Guaranty, Inc.* 23,700 1,433,376
--------------
2,887,101
--------------
INTERNET SOFTWARE & SERVICES - 2.1%
Digitas, Inc.* 77,800 742,990
E.piphany, Inc.* 103,000 497,490
eResearch Technology,
Inc.* 39,600 627,660
--------------
1,868,140
--------------
</Table>
See Notes to Financial Statements.
34
<Page>
<Table>
<Caption>
SHARES VALUE
- --------------------------------------------------------------------------------------------------------
LEASING - 2.0%
Mobile Mini, Inc.* 54,900 $ 1,813,896
--------------
MACHINERY/ENGINEERING - 1.0%
National-Oilwell, Inc.* 15,600 550,524
Varian, Inc.* 9,200 377,292
--------------
927,816
--------------
MANUFACTURING - 0.8%
Roper Industries, Inc. 11,000 668,470
--------------
MEDICAL & DENTAL INSTRUMENTS & SUPPLIES - 1.2%
Abaxis, Inc.* 71,700 1,038,933
--------------
MEDICAL PRODUCTS - 5.1%
Martek Biosciences
Corp.* 32,700 1,674,240
Northfield Laboratories,
Inc.* 38,300 863,665
Omnicell, Inc.* 81,200 893,200
Third Wave
Technologies* 126,300 1,086,180
--------------
4,517,285
--------------
OFFICE EQUIPMENT - 1.5%
Interface, Inc.
Class A* 129,100 1,287,127
--------------
OIL - EXPLORATION & PRODUCTION - 1.5%
Range Resources Corp. 64,000 1,309,440
--------------
OIL & GAS - DRILLING EQUIPMENT - 3.6%
FMC Technologies,
Inc.* 51,000 1,642,200
Universal Compression
Holdings, Inc.* 45,900 1,602,369
--------------
3,244,569
--------------
PROPERTY CASUALTY INSURANCE - 1.3%
Tower Group, Inc. 95,700 1,148,400
--------------
REAL ESTATE - 10.3%
Capital Automotive
REIT 45,300 1,609,283
Feldman Mall Properties,
Inc.* 101,700 1,323,117
Lexington Corporate
Properties Trust 26,200 591,596
MHI Hospitality Corp.* 131,600 1,308,104
Nationwide Health
Properties, Inc. 55,000 1,306,250
Newcastle Investment
Corp. 46,700 1,484,126
Spirit Finance Corp.* 120,100 $ 1,519,265
--------------
9,141,741
--------------
RETAIL - 7.7%
Cache, Inc.* 80,900 1,457,818
J. Jill Group, Inc.* 93,300 1,389,237
Pacific Sunwear of
California, Inc.* 39,300 874,818
School Specialty,
Inc.* 33,200 1,280,192
West Marine, Inc.* 74,600 1,846,350
--------------
6,848,415
--------------
SEMICONDUCTORS - 2.6%
Brooks Automation,
Inc.* 45,200 778,344
Fairchild Semiconductor
International, Inc.
Class A* 37,900 616,254
Mattson Technology,
Inc.* 80,900 910,934
--------------
2,305,532
--------------
TECHNOLOGY - 0.2%
ScanSource, Inc.* 2,500 155,400
--------------
TELECOMMUNICATIONS - 0.5%
EMS Technologies,
Inc.* 27,500 457,050
--------------
TELECOMMUNICATIONS EQUIPMENT - 0.9%
CommScope, Inc.* 41,600 786,240
--------------
TELECOMMUNICATION SERVICES - 1.0%
Iowa Telecommunication
Services, Inc. 43,000 927,510
--------------
TRUCKING & SHIPPING - 4.2%
SCS Transportation,
Inc.* 75,500 1,764,435
Wabash National
Corp.* 74,100 1,995,513
--------------
3,759,948
--------------
WATER/SEWER - 1.1%
Southwest Water Co. 71,820 965,979
--------------
Total Common Stock
(cost $75,400,731) 88,476,017
--------------
</Table>
See Notes to Financial Statements.
35
<Page>
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000) VALUE
- --------------------------------------------------------------------------------------------------------
SHORT TERM INVESTMENT - 0.6%
REPURCHASE AGREEMENT - 0.6%
State Street Bank and Trust
Company 0.90%, 1/03/05
(collateralized by $490,000
U.S. Treasury Bonds,
6.375%, 08/15/27 with a
value of $597,953, total
to be received $581,044)
(cost $581,000) $ 581 581,000
--------------
TOTAL INVESTMENTS - 100.0%
(cost $75,981,731) 89,057,017
Other assets less liabilities - 0.0% (26,313)
--------------
NET ASSETS - 100.0% $ 89,030,704
==============
</Table>
* Non-income producing security
See Notes to Financial Statements.
36
<Page>
BLUE CHIP MID CAP FUND
PORTFOLIO OF INVESTMENTS
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
COUNTRY
CODE SHARES VALUE
- --------------------------------------------------------------------------------------------------------
COMMON STOCK - 99.7%
AUTOMOBILES & COMPONENTS - 4.2%
BorgWarner, Inc. 24,300 $ 1,316,331
Johnson Controls, Inc. 16,700 1,059,448
Lear Corp. 22,500 1,372,725
--------------
3,748,504
--------------
BANKS - 7.3%
Bank of Hawaii Corp. 14,500 735,730
City National Corp. 14,800 1,045,620
Countrywide Financial
Corp. 54,500 2,017,045
Golden West Financial
Corp. 16,000 982,720
Hibernia Corp. Class A 35,000 1,032,850
UnionBanCal Corp. 11,900 767,312
--------------
6,581,277
--------------
CAPITAL GOODS - 10.0%
Eaton Corp. 17,100 1,237,356
Fastenal Co. 10,100 621,756
Oshkosh Truck Corp. 9,000 615,420
Paccar, Inc. 17,950 1,444,616
Parker-Hannifin Corp. 18,800 1,423,912
Precision Castparts Corp. 21,100 1,385,848
Rockwell Collins, Inc. 39,500 1,557,880
Rolls-Royce Group PLC GB 138,803 656,836
--------------
8,943,624
--------------
COMMERCIAL SERVICES & SUPPLIES - 6.0%
Apollo Group, Inc.* 10,800 871,668
Education Management
Corp.* 43,000 1,419,430
Equifax, Inc. 42,700 1,199,870
Manpower, Inc. 14,600 705,180
Monster Worldwide,
Inc.* 32,400 1,089,936
Robert Half
International, Inc. 3,400 100,062
--------------
5,386,146
--------------
CONSUMER DURABLES & APPAREL - 5.6%
Centex Corp. 8,800 524,304
Coach, Inc.* 19,400 1,094,160
D.R. Horton, Inc. 31,700 1,277,827
Lennar Corp. 9,640 546,395
Liz Claiborne, Inc. 8,700 367,227
Mohawk Industries,
Inc.* 10,000 $ 912,500
Polaris Industries, Inc. 3,900 265,278
--------------
4,987,691
--------------
DIVERSIFIED FINANCIALS - 5.2%
Blackrock, Inc. Class A 10,500 811,230
Legg Mason, Inc. 19,350 1,417,581
Providian Financial
Corp.* 71,500 1,177,605
State Street Corp. 13,300 653,296
Takefuji Corp. JP 8,310 560,579
--------------
4,620,291
--------------
ENERGY - 8.5%
Chesapeake Energy
Corp. 54,200 894,300
EOG Resources, Inc. 19,900 1,420,064
GlobalSantaFe Corp. 21,100 698,621
Nabors Industries Ltd.* 13,900 712,931
Noble Corp.* 8,800 437,712
Premcor, Inc. 28,700 1,210,279
Valero Energy Corp. 19,800 898,920
XTO Energy, Inc. 37,775 1,336,480
--------------
7,609,307
--------------
FOOD, BEVERAGES & TOBACCO - 1.1%
Constellation Brands,
Inc. Class A* 20,700 962,757
--------------
HEALTHCARE EQUIPMENT & SERVICES - 2.3%
Edwards Lifesciences
Corp.* 22,300 920,098
McKesson HBOC, Inc. 12,900 405,834
Medco Health
Solutions, Inc.* 18,700 777,920
--------------
2,103,852
--------------
HOTELS, RESTAURANTS & LEISURE - 4.0%
Gtech Holdings Corp. 30,400 788,880
Harrah's
Entertainment, Inc. 18,200 1,217,398
MGM Mirage* 13,000 945,620
Wynn Resorts Ltd.* 10,000 669,200
--------------
3,621,098
--------------
</Table>
See Notes to Financial Statements.
37
<Page>
<Table>
<Caption>
COUNTRY
CODE SHARES VALUE
- --------------------------------------------------------------------------------------------------------
INSURANCE - 6.2%
Ambac Financial Group,
Inc. 8,375 $ 687,839
Brown & Brown, Inc. 7,200 313,560
Everest Re Group Ltd. 6,800 609,008
Fidelity National
Financial, Inc. 12,480 569,961
Gallagher Arthur J. &
Co 24,000 780,000
IPC Holdings Ltd. 15,100 657,001
Marsh & McLennan
Cos., Inc. 25,500 838,950
White Mountains
Insurance Group Ltd. 1,720 1,111,120
--------------
5,567,439
--------------
MATERIALS - 6.7%
Cameco Corp. 12,900 1,352,694
Cemex S. A. de
C.V. ADR 10,300 375,126
Pactiv Corp.* 34,800 880,092
Rinker Group AU 16,550 968,367
Rohm & Haas Co. 27,000 1,194,210
Smurfit-Stone
Container Corp.* 35,400 661,272
The Scotts Co.
Class A* 7,400 544,048
--------------
5,975,809
--------------
MEDIA - 4.5%
E.W. Scripps Co.
Class A 12,300 593,844
EchoStar
Communications
Corp. Class A 31,200 1,037,088
Lamar Advertising Co.
Class A* 18,250 780,735
Pixar* 19,500 1,669,395
--------------
4,081,062
--------------
PHARMACEUTICALS & BIOTECHNOLOGY - 4.5%
Biovail Corp.* 41,400 684,342
Cephalon, Inc.* 13,900 707,232
Elan Corp. PLC ADR* 34,200 931,950
Millennium
Pharmaceuticals* 79,200 959,904
Watson
Pharmaceuticals,
Inc.* 22,100 $ 725,101
--------------
4,008,529
--------------
REAL ESTATE - 1.8%
Host Marriott Corp. 48,900 845,970
iStar Financial, Inc. 16,100 728,686
--------------
1,574,656
--------------
RETAILING - 3.9%
Abercrombie & Fitch
Co. Class A 22,400 1,051,680
Genuine Parts Co. 3,800 167,428
Michaels Stores, Inc 43,600 1,306,692
PETsMART, Inc. 24,400 866,932
Ross Stores, Inc. 4,900 141,463
--------------
3,534,195
--------------
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT - 1.4%
Analog Devices, Inc. 18,000 664,560
International
Rectifier Corp.* 12,400 552,668
--------------
1,217,228
--------------
SOFTWARE & SERVICES - 6.5%
Alliance Data
Systems Corp.* 15,000 712,200
Amdocs Ltd.* 53,200 1,396,500
CheckFree Corp.* 22,700 864,416
Electronic Arts, Inc.* 21,600 1,332,288
The BISYS Group,
Inc.* 61,900 1,018,255
VeriSign, Inc.* 16,400 549,728
--------------
5,873,387
--------------
TECHNOLOGY HARDWARE & EQUIPMENT - 4.4%
CDW Corp. 18,300 1,214,205
NCR Corp.* 7,100 491,533
Network Appliance,
Inc.* 32,600 1,082,972
Polycom, Inc.* 6,400 149,248
Research In Motion
Ltd.* 4,500 370,890
SanDisk Corp.* 25,900 646,723
--------------
3,955,571
--------------
</Table>
See Notes to Financial Statements.
38
<Page>
<Table>
<Caption>
COUNTRY
CODE SHARES VALUE
- --------------------------------------------------------------------------------------------------------
TELECOMMUNICATION SERVICES - 2.6%
American Tower Corp.
Class A* 62,100 $ 1,142,640
Citizens
Communications Co. 83,400 1,150,086
--------------
2,292,726
--------------
TRANSPORTATION - 0.3%
ACE Aviation Holdings,
Inc. Class A* CA 8,600 254,119
--------------
UTILITIES - 2.7%
Cinergy Corp. 26,300 1,094,869
Energy East Corp. 21,000 560,280
Wisconsin Energy Corp. 22,300 751,733
--------------
2,406,882
--------------
Total Common Stock
(cost $68,075,257) 89,306,150
--------------
</Table>
<Table>
<Caption>
PRINCIPAL
AMOUNT
(000)
--------------
SHORT TERM INVESTMENT - 0.5%
REPURCHASE AGREEMENT - 0.5%
State Street Bank and
Trust Company 2.00%,
1/3/05 (collateralized by
$485,000 U.S. Treasury
Note, 1.500%, 07/31/05
with a value of
$485,069, total to be
received $475,079)
(cost $475,000) $ 475 475,000
--------------
TOTAL INVESTMENTS - 100.2%
(cost $68,550,257) 89,781,150
Liabilities in excess of
other assets - (0.2%) (172,457)
--------------
NET ASSETS - 100.0% $ 89,608,693
==============
</Table>
* Non-income producing security
ADR = American Depositary Receipt
AU = Australia
CA = Canada
GB = Great Britain
JP = Japan
See Notes to Financial Statements.
39
<Page>
STATEMENTS OF ASSETS AND LIABILITIES
DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
ALL CAP INVESTMENT GRADE MONEY MARKET REAL ESTATE
FUND BOND FUND FUND FUND
---------------- ---------------- ---------------- ----------------
ASSETS
Investment in securities, at value $ 8,096,436 $ 61,572,192 $ 121,622,518 $ 123,952,474
Cash -- -- -- --
Interest and dividends receivable 5,624 561,689 21,794 480,775
Receivable for Fund shares sold -- 785 10,107 110,996
Receivable for investments sold 133,713 -- -- --
Receivable due from adviser 38,874 -- -- --
Other assets 1,492 26,261 25,783 25,954
---------------- ---------------- ---------------- ----------------
Total Assets 8,276,139 62,160,927 121,680,202 124,570,199
---------------- ---------------- ---------------- ----------------
LIABILITIES
Payable for investments purchased 77,523 3,727,946 -- --
Payable for Fund shares redeemed 2,924 21,002 96,188 33,762
Adviser fee payable -- 39,319 133,114 273,666
Distribution fee payable 462 391 -- 10,867
Accrued expenses and other liabilities 35,591 49,119 52,137 61,253
---------------- ---------------- ---------------- ----------------
Total Liabilities 116,500 3,837,777 281,439 379,548
---------------- ---------------- ---------------- ----------------
NET ASSETS $ 8,159,639 $ 58,323,150 $ 121,398,763 $ 124,190,651
================ ================ ================ ================
COMPOSITION OF NET ASSETS
Paid-in Capital 6,997,984 55,994,589 121,400,120 80,790,475
Undistributed (distributions in excess of)
net investment income -- 3,430 -- 3,936,195
Accumulated net realized gain (loss) on investments 119,399 544,508 (1,357) 10,698,010
Net unrealized appreciation (depreciation) of
investments and foreign currency transactions 1,042,256 1,780,623 -- 28,765,971
---------------- ---------------- ---------------- ----------------
$ 8,159,639 $ 58,323,150 $ 121,398,763 $ 124,190,651
================ ================ ================ ================
INITIAL CLASS
Net Assets 7,048,694 57,619,138 121,398,763 102,300,175
Share of Beneficial Interest 565,191 5,710,456 121,400,120 $ 5,380,764
Net asset value per share $ 12.47 $ 10.09 $ 1.00 $ 19.01
================ ================ ================ ================
SERVICE CLASS
Net Assets 1,110,945 704,012 -- 21,890,476
Share of Beneficial Interest 87,333 69,287 -- 1,089,994
Net asset value per share $ 12.72 $ 10.16 $ -- $ 20.08
================ ================ ================ ================
Investments in securities, at cost $ 7,054,180 $ 59,791,569 $ 121,622,518 $ 95,186,503
================ ================ ================ ================
<Caption>
BLUE CHIP
DAVIS VENTURE VALUE SMALL CAP MID CAP
VALUE FUND FUND FUND
---------------- ---------------- ----------------
ASSETS
Investment in securities, at value $ 51,350,940 $ 89,057,017 $ 89,781,150
Cash 1,046 335 953
Interest and dividends receivable 77,187 65,720 64,987
Receivable for Fund shares sold 17,523 12,496 69
Receivable for investments sold -- 79,380 326,338
Receivable due from adviser -- -- --
Other assets 10,513 17,162 18,399
---------------- ---------------- ----------------
Total Assets 51,457,209 89,232,110 90,191,896
---------------- ---------------- ----------------
LIABILITIES
Payable for investments purchased -- -- 350,927
Payable for Fund shares redeemed 154 14,052 48,944
Adviser fee payable 52,087 135,473 127,959
Distribution fee payable -- -- --
Accrued expenses and other liabilities 43,279 51,881 55,373
---------------- ---------------- ----------------
Total Liabilities 95,520 201,406 583,203
---------------- ---------------- ----------------
NET ASSETS $ 51,361,689 $ 89,030,704 $ 89,608,693
================ ================ ================
COMPOSITION OF NET ASSETS
Paid-in Capital 45,618,712 64,865,842 66,237,153
Undistributed (distributions in excess of)
net investment income 406,360 593 105,885
Accumulated net realized gain (loss) on investments (5,412,431) 11,088,983 2,034,806
Net unrealized appreciation (depreciation) of
investments and foreign currency transactions 10,749,048 13,075,286 21,230,849
---------------- ---------------- ----------------
$ 51,361,689 $ 89,030,704 $ 89,608,693
================ ================ ================
INITIAL CLASS
Net Assets 51,361,689 89,030,704 89,608,693
Share of Beneficial Interest 4,839,586 5,851,972 4,942,525
Net asset value per share $ 10.61 $ 15.21 $ 8.13
================ ================ ================
SERVICE CLASS
Net Assets -- -- --
Share of Beneficial Interest -- -- --
Net asset value per share $ -- $ -- $ --
================ ================ ================
Investments in securities, at cost $ 40,601,982 $ 75,981,731 $ 68,550,257
================ ================ ================
</Table>
See Notes to Financial Statements.
40
<Page>
STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2004 SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
ALL CAP INVESTMENT GRADE MONEY MARKET REAL ESTATE
FUND BOND FUND FUND FUND
---------------- ---------------- ---------------- ----------------
INVESTMENT INCOME
Interest $ 2,454 $ 3,401,915 $ 1,656,689 $ 37,785
Dividends 69,696 -- -- 4,730,344
---------------- ---------------- ---------------- ----------------
Total investment income 72,150 3,401,915 1,656,689 4,768,129
---------------- ---------------- ---------------- ----------------
EXPENSES
Investment advisory fee 42,712 366,992 583,101 927,438
Distribution fee 729 1,049 -- 21,673
Custody and fund accounting 61,248 77,173 63,203 71,855
Audit 22,555 23,781 22,551 23,783
Legal 2,889 25,764 49,278 41,901
Printing -- 9,767 12,990 26,597
Administration 61,210 61,058 51,904 61,094
Transfer agency 8,648 8,336 7,430 10,987
Trustees fees 7,951 7,952 7,951 7,951
Insurance 1,533 18,415 32,358 22,905
Miscellaneous fees 810 3,187 1,015 5,148
---------------- ---------------- ---------------- ----------------
Total expenses 210,285 603,474 831,781 1,221,332
---------------- ---------------- ---------------- ----------------
Less: Reduction of advisory fees (42,712) (143,811) (74,654) (811)
Reimbursement of operating expenses (111,928) -- -- --
---------------- ---------------- ---------------- ----------------
Net expenses 55,645 459,663 757,127 1,220,521
---------------- ---------------- ---------------- ----------------
NET INVESTMENT INCOME (LOSS) 16,505 2,942,252 899,562 3,547,608
---------------- ---------------- ---------------- ----------------
REALIZED AND UNREALIZED GAIN (LOSS)
FROM INVESTMENTS AND FOREIGN
CURRENCY
Net realized gain (loss) from investments and
foreign currency transactions 745,502 559,166 (21) 10,844,617
Net increase (decrease) in unrealized appreciation
(depreciation) on investments and translation
of assets and liabilities in foreign currencies 449,420 202,061 -- 16,139,167
---------------- ---------------- ---------------- ----------------
Net realized and unrealized gain (loss) on investments
and foreign currency 1,194,922 761,227 (21) 26,983,784
---------------- ---------------- ---------------- ----------------
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 1,211,427 $ 3,703,479 $ 899,541 $ 30,531,392
================ ================ ================ ================
<Caption>
BLUE CHIP
DAVIS VENTURE VALUE SMALL CAP MID CAP
VALUE FUND FUND FUND
---------------- ---------------- ----------------
INVESTMENT INCOME
Interest $ 13,003 $ 13,519 $ 76,618
Dividends 794,863 707,183 826,671
---------------- ---------------- ----------------
Total investment income 807,866 720,702 903,289
---------------- ---------------- ----------------
EXPENSES
Investment advisory fee 349,288 638,940 637,872
Distribution fee -- -- --
Custody and fund accounting 60,919 67,707 87,608
Audit 23,022 22,987 23,022
Legal 19,748 33,933 36,354
Printing 4,562 15,219 13,174
Administration 51,883 51,885 51,953
Transfer agency 7,621 7,272 7,416
Trustees fees 7,951 7,951 7,952
Insurance 12,628 21,537 21,754
Miscellaneous fees 2,285 3,915 3,634
---------------- ---------------- ----------------
Total expenses 539,907 871,346 890,739
---------------- ---------------- ----------------
Less: Reduction of advisory fees (120,762) (72,671) (93,470)
Reimbursement of operating expenses -- -- --
---------------- ---------------- ----------------
Net expenses 419,145 798,675 797,269
---------------- ---------------- ----------------
NET INVESTMENT INCOME (LOSS) 388,721 (77,973) 106,020
---------------- ---------------- ----------------
REALIZED AND UNREALIZED GAIN (LOSS)
FROM INVESTMENTS AND FOREIGN
CURRENCY
Net realized gain (loss) from investments and
foreign currency transactions 21,318 12,175,214 5,868,324
Net increase (decrease) in unrealized appreciation
(depreciation) on investments and translation
of assets and liabilities in foreign currencies 5,244,095 1,506,611 6,410,294
---------------- ---------------- ----------------
Net realized and unrealized gain (loss) on investments
and foreign currency 5,265,413 13,681,825 12,278,618
---------------- ---------------- ----------------
NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 5,654,134 $ 13,603,852 $ 12,384,638
================ ================ ================
</Table>
See Notes to Financial Statements.
41
<Page>
STATEMENTS OF CHANGES IN NET ASSETS
SUN CAPITAL ADVISERS TRUST
<Table>
<Caption>
ALL CAP FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 16,505 $ 18,945
Net realized gain (loss) from investments and foreign currency
transactions 745,502 280,430
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 449,420 911,409
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 1,211,427 1,210,784
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class (17,942) (17,001)
Service Class (292) --
Net realized gain on investments
Initial Class (634,577) (15,947)
Service Class (82,287) --
---------------- ----------------
Net decrease in net assets from distributions (735,098) (32,948)
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 3,999,188 2,358,428
Net proceeds from reinvestment of distributions 735,098 32,948
Shares redeemed (2,133,241) (267,389)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 2,601,045 2,123,987
---------------- ----------------
Total increase (decrease) in net assets 3,077,374 3,301,823
NET ASSETS
Beginning of period 5,082,265 1,780,442
---------------- ----------------
End of period+ $ 8,159,639 $ 5,082,265
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 328,841 233,939
Shares issued to shareholders from reinvestment of distributions 60,306 2,918
Shares redeemed (180,360) (29,224)
---------------- ----------------
Net increase (decrease) 208,787 207,633
================ ================
+ Includes undistributed net investment income (loss) $ -- $ 1,682
================ ================
<Caption>
INVESTMENT GRADE BOND FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 2,942,252 $ 3,596,751
Net realized gain (loss) from investments and foreign currency
transactions 559,166 788,671
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 202,061 1,907,043
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 3,703,479 6,292,465
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class (2,934,230) (3,611,788)
Service Class (19,198) --
Net realized gain on investments
Initial Class (407,770) --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions (3,361,198) (3,611,788)
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 6,694,713 12,560,488
Net proceeds from reinvestment of distributions 3,361,199 3,611,788
Shares redeemed (18,410,276) (20,196,327)
---------------- ----------------
Net increase (decrease) in net assets from share transactions (8,354,364) (4,024,051)
---------------- ----------------
Total increase (decrease) in net assets (8,012,083) (1,343,374)
NET ASSETS
Beginning of period 66,335,233 67,678,607
---------------- ----------------
End of period+ $ 58,323,150 $ 66,335,233
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 667,021 1,278,813
Shares issued to shareholders from reinvestment of distributions 336,065 365,651
Shares redeemed (1,843,485) (2,055,489)
---------------- ----------------
Net increase (decrease) (840,399) (411,025)
================ ================
+ Includes undistributed net investment income (loss) $ 3,430 $ 5,587
================ ================
<Caption>
MONEY MARKET FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 899,562 $ 792,677
Net realized gain (loss) from investments and foreign currency
transactions (21) 453
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies -- --
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 899,541 793,130
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class (899,562) (792,677)
Service Class -- --
Net realized gain on investments
Initial Class -- --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions (899,562) (792,677)
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 105,203,008 138,242,739
Net proceeds from reinvestment of distributions 899,562 792,677
Shares redeemed (97,707,454) (175,395,161)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 8,395,116 (36,359,745)
---------------- ----------------
Total increase (decrease) in net assets 8,395,095 (36,359,292)
NET ASSETS
Beginning of period 113,003,668 149,362,960
---------------- ----------------
End of period+ $ 121,398,763 $ 113,003,668
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 105,203,008 138,242,739
Shares issued to shareholders from reinvestment of distributions 899,562 792,677
Shares redeemed (97,707,453) (175,395,161)
---------------- ----------------
Net increase (decrease) 8,395,117 (36,359,745)
================ ================
+ Includes undistributed net investment income (loss) $ -- $ --
================ ================
</Table>
See Notes to Financial Statements.
42
<Page>
<Table>
<Caption>
REAL ESTATE FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 3,547,608 $ 2,497,229
Net realized gain (loss) from investments and foreign currency
transactions 10,844,617 2,592,748
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 16,139,167 12,262,673
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 30,531,392 17,352,650
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class (1,506,234) --
Service Class -- --
Net realized gain on investments
Initial Class (3,445,312) --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions (4,951,546) --
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 33,204,616 25,727,511
Net proceeds from reinvestment of distributions 4,951,546 --
Shares redeemed (18,239,952) (8,695,925)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 19,916,210 17,031,586
---------------- ----------------
Total increase (decrease) in net assets 45,496,056 34,384,236
NET ASSETS
Beginning of period 78,694,595 44,310,359
---------------- ----------------
End of period+ $ 124,190,651 $ 78,694,595
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 2,036,554 1,954,473
Shares issued to shareholders from reinvestment of distributions 319,867 --
Shares redeemed (1,099,897) (732,041)
---------------- ----------------
Net increase (decrease) 1,256,524 1,222,432
================ ================
+ Includes undistributed net investment income (loss) $ 3,936,195 $ 1,894,821
================ ================
<Caption>
DAVIS VENTURE VALUE FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 388,721 $ 312,881
Net realized gain (loss) from investments and foreign currency
transactions 21,318 (509,763)
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 5,244,095 10,401,882
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 5,654,134 10,205,000
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class (307,156) (213,141)
Service Class -- --
Net realized gain on investments
Initial Class -- --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions (307,156) (213,141)
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 6,263,730 5,447,573
Net proceeds from reinvestment of distributions 307,156 213,141
Shares redeemed (4,770,768) (3,631,725)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 1,800,118 2,028,989
---------------- ----------------
Total increase (decrease) in net assets 7,147,096 12,020,848
NET ASSETS
Beginning of period 44,214,593 32,193,745
---------------- ----------------
End of period+ $ 51,361,689 $ 44,214,593
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 638,176 681,374
Shares issued to shareholders from reinvestment of distributions 32,096 25,711
Shares redeemed (482,836) (455,533)
---------------- ----------------
Net increase (decrease) 187,436 251,552
================ ================
+ Includes undistributed net investment income (loss) $ 406,360 $ 331,307
================ ================
<Caption>
VALUE SMALL CAP FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ (77,973) $ 76,364
Net realized gain (loss) from investments and foreign currency
transactions 12,175,214 8,423,726
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 1,506,611 12,833,360
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 13,603,852 21,333,450
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class -- (33,939)
Service Class -- --
Net realized gain on investments
Initial Class (6,714,071) --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions (6,714,071) (33,939)
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 10,878,442 20,401,216
Net proceeds from reinvestment of distributions 6,714,071 33,939
Shares redeemed (7,278,307) (14,189,636)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 10,314,206 6,245,519
---------------- ----------------
Total increase (decrease) in net assets 17,203,987 27,545,030
NET ASSETS
Beginning of period 71,826,717 44,281,687
---------------- ----------------
End of period+ $ 89,030,704 $ 71,826,717
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 747,011 1,849,477
Shares issued to shareholders from reinvestment of distributions 521,279 2,637
Shares redeemed (523,021) (1,198,736)
---------------- ----------------
Net increase (decrease) 745,269 653,378
================ ================
+ Includes undistributed net investment income (loss) $ 593 $ 6,834
================ ================
</Table>
See Notes to Financial Statements.
43
<Page>
<Table>
<Caption>
BLUE CHIP MID CAP FUND
------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------
2004 2003
---------------- ----------------
INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS
Net investment income (loss) $ 106,020 $ (53,681)
Net realized gain (loss) from investments and foreign currency
transactions 5,868,324 3,619,234
Net increase (decrease) in unrealized appreciation (depreciation)
on investments and translation of assets and liabilities in
foreign currencies 6,410,294 16,340,552
---------------- ----------------
Net increase (decrease) in net assets resulting from operations 12,384,638 19,906,105
---------------- ----------------
DISTRIBUTIONS TO SHAREHOLDERS FROM
Net investment income
Initial Class -- --
Service Class -- --
Net realized gain on investments
Initial Class -- --
Service Class -- --
---------------- ----------------
Net decrease in net assets from distributions -- --
---------------- ----------------
SHARE TRANSACTIONS
Net proceeds from sales 10,461,611 11,315,742
Net proceeds from reinvestment of distributions -- --
Shares redeemed (8,906,431) (9,058,622)
---------------- ----------------
Net increase (decrease) in net assets from share transactions 1,555,180 2,257,120
---------------- ----------------
Total increase (decrease) in net assets 13,939,818 22,163,225
NET ASSETS
Beginning of period 75,668,875 53,505,650
---------------- ----------------
End of period+ $ 89,608,693 $ 75,668,875
================ ================
SHARES OF BENEFICIAL INTEREST
Shares sold 654,701 865,348
Shares issued to shareholders from reinvestment of distributions -- --
Shares redeemed (558,946) (684,940)
---------------- ----------------
Net increase (decrease) 95,755 180,408
================ ================
+ Includes undistributed net investment income (loss) $ 105,885 $ 438
================ ================
</Table>
See Notes to Financial Statements.
44
<Page>
FINANCIAL HIGHLIGHTS
SUN CAPITAL ADVISERS TRUST
Selected data for a share outstanding throughout each period:
<Table>
<Caption>
ALL CAP FUND
ALL CAP FUND SERVICE CLASS
INITIAL CLASS SHARES SHARES
---------------------------------------------------- --------------
YEAR ENDED DECEMBER 31, FOR THE PERIOD FOR THE PERIOD
--------------------------------- 05/1/02* TO 2/1/2004* TO
2004 2003 12/31/2002 12/31/2004
-------------- -------------- -------------- --------------
NET ASSET VALUE, BEGINNING OF PERIOD $ 11.450 $ 7.540 $ 10.000 $ 12.140
-------------- -------------- -------------- --------------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(d) 0.031 0.040 0.020 0.004
Net realized and unrealized gain (loss) on
investments 2.249 3.943 (2.462) 1.583
-------------- -------------- -------------- --------------
Total from Investment Operations 2.280 3.983 (2.442) 1.587
-------------- -------------- -------------- --------------
LESS DISTRIBUTIONS FROM:
Net investment income (0.035) (0.036) (0.018) (0.004)
In excess of net investment income -- -- -- --
Net realized gain on investments (1.225) (0.037) -- (1.003)
In excess of net realized gain on investments -- -- -- --
Capital -- -- -- --
-------------- -------------- -------------- --------------
Total distributions (1.260) (0.073) (0.018) (1.007)
-------------- -------------- -------------- --------------
NET ASSET VALUE, END OF PERIOD $ 12.470 $ 11.450 $ 7.540 $ 12.720
============== ============== ============== ==============
TOTAL RETURN(b) 20.39% 52.89% (24.43)% 13.20%
============== ============== ============== ==============
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 7,049 $ 5,082 $ 1,780 $ 1,111
Ratios to average net assets:
Net expenses(a)(c)(d) 0.90% 0.90% 0.90% 1.15%
Gross expenses(a)(d) 3.42% 5.47% 5.73% 4.04%
Net investment income (loss)(a)(c)(d) 0.27% 0.70% 0.41% 0.21%
Portfolio turnover rate 137% 150% 67% 137%
<Caption>
INVESTMENT
GRADE
BOND FUND
INVESTMENT GRADE BOND FUND SERVICE
INITIAL CLASS SHARES CLASS SHARES
------------------------------------------------------------- --------------
YEAR ENDED DECEMBER 31, FOR THE PERIOD
------------------------------------------------------------- 2/1/2004* TO
2004 2003 2002 2001 2000 12/31/2004
--------- --------- --------- --------- --------- --------------
NET ASSET VALUE, BEGINNING OF PERIOD $ 10.020 $ 9.630 $ 9.680 $ 9.600 $ 9.340 $ 10.090
--------- --------- --------- --------- --------- --------------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(d) 0.485 0.514 0.538 0.601 0.626 0.424
Net realized and unrealized gain (loss) on
investments 0.139 0.393 (0.050) 0.079 0.260 0.070
--------- --------- --------- --------- --------- --------------
Total from Investment Operations 0.624 0.907 0.488 0.680 0.886 0.494
--------- --------- --------- --------- --------- --------------
LESS DISTRIBUTIONS FROM:
Net investment income (0.485) (0.517) (0.538) (0.600) (0.626) (0.424)
In excess of net investment income -- -- -- -- -- --
Net realized gain on investments (0.069) -- -- -- -- --
In excess of net realized gain on investments -- -- -- -- -- --
Capital -- -- -- -- -- --
--------- --------- --------- --------- --------- --------------
Total distributions (0.554) (0.517) (0.538) (0.600) (0.626) (0.424)
--------- --------- --------- --------- --------- --------------
NET ASSET VALUE, END OF PERIOD $ 10.090 $ 10.020 $ 9.630 $ 9.680 $ 9.600 $ 10.160
========= ========= ========= ========= ========= ==============
TOTAL RETURN(b) 6.42% 9.63% 5.23% 7.21% 9.86% 5.03%
========= ========= ========= ========= ========= ==============
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 57,619 $ 66,335 $ 67,679 $ 80,999 $ 40,376 $ 704
Ratios to average net assets:
Net expenses(a)(c)(d) 0.75% 0.75% 0.75% 0.75% 0.75% 1.00%
Gross expenses(a)(d) 0.98% 0.88% 0.81% 0.95% 1.31% 1.26%
Net investment income (loss)(a)(c)(d) 4.81% 5.22% 5.60% 6.11% 6.70% 4.58%
Portfolio turnover rate 66% 57% 144% 92% 69% 66%
</Table>
* Commencement of operations
(a) Annualized for periods of less than one year.
(b) Total returns are historical and assume changes in share price,
reinvestments of all dividends and distributions, and no sales charge. Had
certain expenses not been reduced during the periods shown, total returns
would have been lower. Total returns for periods of less than one year are
not annualized.
(c) Such percentages are after advisory fee waivers and expense reimbursements.
(d) Does not include any insurance charges imposed in connection with your
variable insurance contract.
See Notes to Financial Statements.
45
<Page>
Selected data for a share outstanding throughout each period:
<Table>
<Caption>
MONEY MARKET FUND
INITIAL CLASS SHARES
-------------------------------------------------------------
YEAR ENDED DECEMBER 31,
-------------------------------------------------------------
2004 2003 2002 2001 2000
--------- --------- --------- --------- ---------
NET ASSET VALUE, BEGINNING OF PERIOD $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
--------- --------- --------- --------- ---------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(d) 0.007 0.005 0.011 0.035 0.057
Net realized and unrealized gain (loss) on
investments 0.000 -- -- -- --
--------- --------- --------- --------- ---------
Total from Investment Operations 0.007 0.005 0.011 0.035 0.057
--------- --------- --------- --------- ---------
LESS DISTRIBUTIONS FROM:
Net investment income (0.007) (0.005) (0.011) (0.035) (0.057)
In excess of net investment income -- -- -- -- --
Net realized gain on investments -- -- -- -- --
In excess of net realized gain on investments -- -- -- -- --
Capital -- -- -- -- --
--------- --------- --------- --------- ---------
Total distributions (0.007) (0.005) (0.011) (0.035) (0.057)
--------- --------- --------- --------- ---------
NET ASSET VALUE, END OF PERIOD $ 1.000 $ 1.000 $ 1.000 $ 1.000 $ 1.000
========= ========= ========= ========= =========
TOTAL RETURN(b) 0.74% 0.55% 1.12% 3.59% 5.90%
========= ========= ========= ========= =========
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 121,399 $ 113,004 $ 149,363 $ 116,946 $ 41,279
Ratios to average net assets:
Net expenses(a)(c)(d) 0.65% 0.65% 0.65% 0.65% 0.65%
Gross expenses(a)(d) 0.71% 0.65% 0.65% 0.74% 1.22%
Net investment income (loss)(a)(c)(d) 0.77% 0.56% 1.11% 3.16% 5.83%
Portfolio turnover rate N/A N/A N/A N/A N/A
<Caption>
REAL ESTATE
REAL ESTATE FUND FUND SERVICE
INITIAL CLASS SHARES CLASS SHARES
------------------------------------------------------------- FOR THE PERIOD
YEAR ENDED DECEMBER 31, --------------
------------------------------------------------------------- 2/1/2004* TO
2004 2003 2002 2001 2000 12/31/2004
--------- --------- --------- --------- --------- --------------
NET ASSET VALUE, BEGINNING OF PERIOD $ 15.090 $ 11.100 $ 11.850 $ 11.250 $ 8.940 $ 15.720
--------- --------- --------- --------- --------- --------------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(d) 0.581 0.277 0.496 0.629 0.388 0.302
Net realized and unrealized gain (loss) on
investments 4.241 3.713 (0.036) 0.772 2.402 4.058
--------- --------- --------- --------- --------- --------------
Total from Investment Operations 4.822 3.990 0.460 1.401 2.790 4.360
--------- --------- --------- --------- --------- --------------
LESS DISTRIBUTIONS FROM:
Net investment income (0.274) -- (0.463) (0.618) (0.417) --
In excess of net investment income -- -- -- -- -- --
Net realized gain on investments (0.628) -- (0.583) (0.183) (0.054) --
In excess of net realized gain on investments -- -- (0.070) -- (0.009) --
Capital -- -- (0.094) -- -- --
--------- --------- --------- --------- --------- --------------
Total distributions (0.902) -- (1.210) (0.801) (0.480) --
--------- --------- --------- --------- --------- --------------
NET ASSET VALUE, END OF PERIOD $ 19.010 $ 15.090 $ 11.100 $ 11.850 $ 11.250 $ 20.080
========= ========= ========= ========= ========= ==============
TOTAL RETURN(b) 33.32% 35.95% 4.04% 12.58% 31.30% 27.74%
========= ========= ========= ========= ========= ==============
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 102,300 $ 78,695 $ 44,310 $ 25,824 $ 17,162 $ 21,890
Ratios to average net assets:
Net expenses(a)(c)(d) 1.23% 1.25% 1.25% 1.25% 1.25% 1.50%
Gross expenses(a)(d) 1.23% 1.26% 1.41% 1.68% 2.67% 1.51%
Net investment income (loss)(a)(c)(d) 3.62% 4.54% 5.51% 5.60% 6.13% 3.79%
Portfolio turnover rate 67% 42% 49% 25% 15% 67%
</Table>
* Commencement of operations
(a) Annualized for periods of less than one year.
(b) Total returns are historical and assume changes in share price,
reinvestments of all dividends and distributions, and no sales charge. Had
certain expenses not been reduced during the periods shown, total returns
would have been lower. Total returns for periods of less than one year are
not annualized.
(c) Such percentages are after advisory fee waivers and expense reimbursements.
(d) Does not include any insurance charges imposed in connection with your
variable insurance contract.
See Notes to Financial Statements.
46
<Page>
Selected data for a share outstanding throughout each Period:
<Table>
<Caption>
DAVIS VENTURE VALUE FUND
INITIAL CLASS SHARES
------------------------------------------------------------------
YEAR ENDED DECEMBER 31, FOR THE PERIOD
------------------------------------------------ 7/17/00* TO
2004 2003 2002 2001 12/31/2000
--------- --------- --------- --------- --------------
NET ASSET VALUE, BEGINNING OF PERIOD $ 9.500 $ 7.320 $ 8.740 $ 9.830 $ 10.000
--------- --------- --------- --------- --------------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(f) 0.079 0.065 0.054 0.049 0.028
Net realized and unrealized gain (loss) on
investments 1.097 2.161 (1.474) (1.092) (0.172)(c)
--------- --------- --------- --------- --------------
Total from Investment Operations 1.176 2.226 (1.420) (1.043) (0.144)
--------- --------- --------- --------- --------------
LESS DISTRIBUTIONS FROM:
Net investment income (0.066) (0.046) --(d) (0.047) (0.026)
In excess of net investment income -- -- -- -- --
Net realized gain on investments -- -- -- -- --
In excess of net realized gain on investments -- -- -- -- --
Capital -- -- -- -- --
--------- --------- --------- --------- --------------
Total distributions (0.066) (0.046) -- (0.047) (0.026)
--------- --------- --------- --------- --------------
NET ASSET VALUE, END OF PERIOD $ 10.610 $ 9.500 $ 7.320 $ 8.740 $ 9.830
========= ========= ========= ========= ==============
TOTAL RETURN(b) 12.45% 30.50% (16.24)% (10.61)% (1.42)%
========= ========= ========= ========= ==============
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 51,362 $ 44,215 $ 32,194 $ 32,110 $ 12,611
Ratios to average net assets:
Net expenses(a)(e)(f) 0.90% 0.90% 0.90% 0.90% 0.90%
Gross expenses(a)(f) 1.16% 1.19% 1.21% 1.28% 3.20%
Net investment income (loss)(a)(e)(f) 0.83% 0.86% 0.71% 0.51% 1.08%
Portfolio turnover rate 11% 7% 26% 84% 0%
<Caption>
VALUE SMALL CAP FUND
INITIAL CLASS SHARES
------------------------------------------------------------------
YEAR ENDED DECEMBER 31, FOR THE PERIOD
------------------------------------------------ 7/17/00* TO
2004 2003 2002 2001 12/31/2000
--------- --------- --------- --------- --------------
NET ASSET VALUE, BEGINNING OF PERIOD $ 14.070 $ 9.940 $ 12.820 $ 11.930 $ 10.000
--------- --------- --------- --------- --------------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(f) 1.229 (0.003) 0.012 (0.005) 0.065
Net realized and unrealized gain (loss) on
investments 1.142 4.139 (2.640) 1.062 2.109
--------- --------- --------- --------- --------------
Total from Investment Operations 2.371 4.136 (2.628) 1.057 2.174
--------- --------- --------- --------- --------------
LESS DISTRIBUTIONS FROM:
Net investment income -- (0.006) -- --(d) (0.065)
In excess of net investment income -- -- -- (0.002) (0.001)
Net realized gain on investments (1.231) -- (0.220) (0.165) (0.178)
In excess of net realized gain on investments -- -- (0.032) -- --
Capital -- -- -- -- --
--------- --------- --------- --------- --------------
Total distributions (1.231) (0.006) (0.252) (0.167) (0.244)
--------- --------- --------- --------- --------------
NET ASSET VALUE, END OF PERIOD $ 15.210 $ 14.070 $ 9.940 $ 12.820 $ 11.930
========= ========= ========= ========= ==============
TOTAL RETURN(b) 18.43% 41.62% (20.61)% 8.91% 21.91%
========= ========= ========= ========= ==============
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 89,031 $ 71,827 $ 44,282 $ 22,140 $ 5,973
Ratios to average net assets:
Net expenses(a)(e)(f) 1.00% 1.00% 1.00% 1.00% 1.00%
Gross expenses(a)(f) 1.09% 1.12% 1.34% 2.06% 5.02%
Net investment income (loss)(a)(e)(f) (0.10)% 0.13% 0.18% (0.08)% 1.83%
Portfolio turnover rate 106% 144% 136% 138% 42%
</Table>
* Commencement of operations
(a) Annualized for periods of less than one year.
(b) Total returns are historical and assume changes in share price,
reinvestments of all dividends and distributions, and no sales charge. Had
certain expenses not been reduced during the periods shown, total returns
would have been lower. Total returns for periods of less than one year are
not annualized.
(c) The amount shown for a share outstanding does not correspond with aggregate
net gain on investments for the period due to timing of sales and
repurchases of Fund shares in relation to fluctuating market values of the
investments of the fund.
(d) Amount is less than .001 per share.
(e) Such percentages are after advisory fee waivers and expense reimbursements.
(f) Does not include any insurance charges imposed in connection with your
variable insurance contract.
See Notes to Financial Statements.
47
<Page>
Selected data for a share outstanding throughout each period:
<Table>
<Caption>
BLUE CHIP MID CAP FUND
INITIAL CLASS SHARES
------------------------------------------------------------
YEAR ENDED DECEMBER 31,
------------------------------------------------------------
2004 2003 2002 2001 2000
--------- --------- --------- --------- ---------
NET ASSET VALUE, BEGINNING OF PERIOD $ 15.610 $ 11.470 $ 13.480 $ 13.930 $ 12.300
--------- --------- --------- --------- ---------
INCOME (LOSS) FROM INVESTMENT OPERATIONS:
Net investment income (loss)(c) 0.022 (0.011) (0.024) (0.022) (0.018)
Net realized and unrealized gain (loss) on
investments 2.498 4.151 (1.986) (0.428) 2.994
--------- --------- --------- --------- ---------
Total from Investment Operations 2.520 4.140 (2.010) (0.450) 2.976
--------- --------- --------- --------- ---------
LESS DISTRIBUTIONS FROM:
Net investment income -- -- -- -- --
In excess of net investment income -- -- -- -- --
Net realized gain on investments -- -- -- -- (0.968)
In excess of net realized gain on investments -- -- -- -- (0.378)
Capital -- -- -- -- --
--------- --------- --------- --------- ---------
Total distributions -- -- -- -- (1.346)
--------- --------- --------- --------- ---------
NET ASSET VALUE, END OF PERIOD $ 18.130 $ 15.610 $ 11.470 $ 13.480 $ 13.930
========= ========= ========= ========= =========
TOTAL RETURN(a) 16.14% 36.09% (14.91)% (3.23)% 24.96%
========= ========= ========= ========= =========
RATIOS AND SUPPLEMENTAL DATA:
Net Assets, End of Period (000's) $ 89,609 $ 75,669 $ 53,506 $ 52,357 $ 37,593
Ratios to average net assets:
Net expenses(b)(c) 1.00% 1.00% 1.00% 1.00% 1.00%
Gross expenses(c) 1.12% 1.14% 1.17% 1.26% 1.96%
Net investment income (loss)(b)(c) 0.13% (0.09)% (0.21)% (0.17)% (0.26)%
Portfolio turnover rate 60% 76% 90% 125% 138%
</Table>
(a) Total returns are historical and assume changes in share price,
reinvestments of all dividends and distributions, and no sales charge. Had
certain expenses not been reduced during the periods shown, total returns
would have been lower. Total returns for periods of less than one year are
not annualized.
(b) Such percentages are after advisory fee waivers and expense reimbursements.
(c) Does not include any insurance charges imposed in connection with your
variable insurance contract.
See Notes to Financial Statements.
48
<Page>
NOTES TO FINANCIAL STATEMENTS SUN CAPITAL ADVISERS TRUST
NOTE A -- ORGANIZATION
Sun Capital Advisers Trust (the "Trust") is registered under the Investment
Company Act of 1940 as amended (the "1940 Act") as an open-end management
investment company. The Trust was established as a Delaware business trust under
the laws of Delaware by an Agreement and Declaration of Trust dated July 13,
1998. It currently consists of seven funds (each referred to as a "Fund"
collectively as "the Funds"), which are offered only to qualified pension and
retirement plans and variable annuity and variable life insurance separate
accounts established by insurance companies to fund variable annuity contracts
and variable life insurance policies. The Funds are the Sun Capital All Cap Fund
("All Cap Fund"), Sun Capital Investment Grade Bond Fund ("Investment Grade Bond
Fund"), Sun Capital Money Market Fund ("Money Market Fund"), Sun Capital Real
Estate Fund ("Real Estate Fund"), SC Davis Venture Value Fund ("Davis Venture
Value Fund"), SC Value Small Cap Fund ("Value Small Cap Fund"), and the SC Blue
Chip Mid Cap Fund ("Blue Chip Mid Cap Fund"). Each of the Funds, other than the
Real Estate Fund, is classified as a diversified fund under the 1940 Act. Each
Fund offers Initial Class Shares. Service Class Shares, which commenced
operations on February 1, 2004, are offered on the All Cap Fund, Investment
Grade Bond Fund and the Real Estate Fund.
NOTE B -- SIGNIFICANT ACCOUNTING POLICIES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Trust in the preparation of its financial statements.
VALUATION OF INVESTMENTS
Securities for which exchange quotations are readily available are valued at the
last sales price, or, if no sales occurred on that day, at the mean between the
closing bid and asked prices. Certain fixed income securities are valued by a
dealer or by a pricing service based upon a computerized matrix system, which
considers market transactions and dealer supplied valuations. Short-term
securities maturing in 60 days or less are valued at cost plus earned discount
to maturity (amortized cost), which approximates market value. Securities for
which current market quotations are not readily available are stated at fair
value as determined in good faith under the direction of the Board of Trustees.
In accordance with Rule 2a-7 of the 1940 Act, the Money Market Fund values its
securities initially at cost, and thereafter, securities are assumed to have a
constant amortization to maturity of any discount or premium. Amortized cost
approximates fair value.
Investments in investment companies are valued at their net asset value as
reported by the investment company.
INVESTMENT TRANSACTIONS AND INCOME
Investment security transactions are accounted for as of trade date. Dividend
income is recorded on the ex-dividend date. Interest income is recorded on the
accrual basis. Discounts and premiums on debt securities are amortized using the
interest method. Upon notification from issuers some dividend income received
from a REIT may be redesignated as a reduction of cost of investment and/or
realized gain. Realized gains and losses from security
49
<Page>
transactions are determined on the basis of identified cost for both financial
statement and federal income tax purposes.
The Real Estate Fund may have elements of risk due to concentrated investments
in specific industries. Such concentrations may subject the Fund to additional
risks resulting from future political or economic conditions.
FOREIGN CURRENCY TRANSLATION AND FOREIGN INVESTMENTS
The accounting records of the Funds are maintained in U.S. dollars. Portfolio
securities and other assets and liabilities denominated in a foreign currency
are translated to U.S. dollars at the prevailing rates of exchange at period
end. Purchases and sales of securities, income receipts and expense payments are
translated into U.S. dollars at the prevailing exchange rate on the respective
dates of transactions. The effects of changes in foreign currency exchange rates
on portfolio investments are included in the net realized and unrealized gains
and losses on investments. Net gains and losses on foreign currency transactions
include disposition of foreign currencies, and currency gains and losses between
the accrual and receipt dates of portfolio investment income and between the
trade and settlement dates of portfolio investment transactions.
FEDERAL INCOME TAXES
Each Fund is treated as a separate entity for Federal tax purposes. Each Fund
has qualified and intends to elect and continue to qualify each year to be
treated as a regulated investment company under Subchapter M of the Internal
Revenue Code, as amended. By so qualifying, the Funds will not be subject to
Federal income taxes to the extent that they distribute all of their taxable
income, including realized capital gains, for the fiscal year. In addition, by
distributing during each calendar year substantially all of their net investment
income, capital gains and certain other amounts, if any, the Funds will not be
subject to a Federal excise tax.
A portion of the dividend income recorded by Real Estate Fund is from
distributions by publicly traded REITs, and such distributions for tax purposes
may also consist of capital gains and return of capital. The actual return of
capital and capital gains portions of such distributions will be determined by
formal notifications from the REITs subsequent to the calendar year-end.
Distributions received from the REITs that are determined to be a return of
capital are recorded by the Fund as a reduction to the cost basis of the
securities held.
At December 31, 2004, the following Funds have available for federal income tax
purposes capital loss carryovers which can be used to offset certain future
realized capital gains.
<Table>
<Caption>
EXPIRES DECEMBER 31,
---------------------------------------------------------------------------------
2007 2008 2009 2010 2011 2012
----------- ----------- --------- ----------- ----------- -----------
Money Market Fund $ 1,180 $ 156 $ -- $ -- $ -- $ 21
Davis Venture Value Fund -- 4,588 764,787 3,314,207 347,308 135,278
</Table>
Under current tax law, certain capital losses realized after October 31 within a
taxable year may be deferred and treated as occurring on the first day of the
following tax year. For the tax period ended December 31, 2004, the following
Funds elected to defer net losses arising between November 1, 2004 and December
31, 2004.
<Table>
<Caption>
AMOUNT
-----------
Davis Venture Value Fund $ 67,653
Investment Grade Bond Fund 15,507
</Table>
50
<Page>
The tax character of distributions paid during the year ended December 31, 2004,
was as follows:
<Table>
<Caption>
ORDINARY LONG-TERM
INCOME CAPITAL GAIN
---------------- ----------------
Sun Capital All Cap Fund $ 584,381 $ 150,717
Sun Capital Investment Grade Bond Fund 3,361,198 --
Sun Capital Money Market Fund 899,562 --
Sun Capital Real Estate Fund 2,439,477 2,512,069
SC Davis Venture Value Fund 307,156 --
SC Value Small Cap Fund 6,714,071 --
SC Blue Chip Mid Cap Fund -- --
</Table>
The tax character of distributions paid during the year ended December 31, 2003,
was as follows:
<Table>
<Caption>
ORDINARY LONG-TERM
INCOME CAPITAL GAIN
---------------- ----------------
Sun Capital All Cap Fund $ 17,001 $ 15,947
Sun Capital Investment Grade Bond Fund 3,611,788 --
Sun Capital Money Market Fund 792,677 --
Sun Capital Real Estate Fund -- --
SC Davis Venture Value Fund 213,141 --
SC Value Small Cap Fund 33,939 --
SC Blue Chip Mid Cap Fund -- --
</Table>
As of December 31, 2004 the components of distributable earnings on a tax basis
were as follows:
<Table>
<Caption>
UNDISTRIBUTED UNDISTRIBUTED NET UNREALIZED
ORDINARY LONG-TERM APPRECIATION
INCOME CAPITAL GAIN (DEPRECIATION)
---------------- ---------------- ----------------
Sun Capital All Cap Fund $ 124,444 $ 12,491 $ 1,024,720
Sun Capital Investment Grade Bond Fund 112,203 456,573 1,775,292
Sun Capital Money Market Fund -- -- --
Sun Capital Real Estate Fund 6,492,664 7,837,831 29,069,681
SC Davis Venture Value Fund 375,809 -- 10,000,989
SC Value Small Cap Fund 5,277,329 6,149,338 12,738,194
SC Blue Chip Mid Cap Fund 255,450 2,092,854 21,023,245
</Table>
DOLLAR ROLL TRANSACTIONS
The Investment Grade Bond Fund may enter into dollar roll transactions with
financial institutions to take advantage of opportunities in the mortgage
market. The Fund will only enter into "covered" rolls. A "covered" roll is a
specific type of dollar roll for which there is an offsetting cash position or
liquid security position. A dollar roll transaction involves a sale by the Fund
of securities that it holds with an agreement by the Fund to repurchase similar
securities at an agreed upon price and date. The securities repurchased will be
substantially similar as to type, coupon and maturity as those sold. The Fund is
paid a fee for entering into a dollar roll transaction, that is accrued as
income over the life of the dollar roll contract. During the period between the
sale and repurchase, the Fund will not be entitled to receive interest and
principal payments on the securities sold.
The proceeds of the sale will generally be invested in additional instruments
for the Fund, and the income from these investments, together with any
additional fee income received on the dollar roll transaction, will generally
exceed the interest income that would have been earned on the securities sold.
Dollar roll transactions involve the risk that
51
<Page>
the market value of the securities sold by the Fund may decline below the
repurchase price of those similar securities which the Fund is obligated to
purchase or that the return earned by the Fund with the proceeds of a dollar
roll may not exceed transaction costs.
REPURCHASE AGREEMENTS
In connection with transactions in repurchase agreements, the Trust's custodian
takes possession of the underlying collateral securities, the value of which at
least equals 102% of the principal amount of the repurchase transaction. The
value of the collateral is marked-to-market on a daily basis to ensure the
adequacy of the collateral. In the event of default, the Funds have the right to
liquidate the collateral and apply the proceeds in satisfaction of the
obligation. There is the risk that the collateral may be insufficient to meet
the obligation in the event of default.
WHEN ISSUED SECURITIES AND FORWARD COMMITMENTS
The Funds may purchase or sell securities on a when issued or forward commitment
basis. These transactions are arrangements in which the Funds purchase and sell
securities with payment and delivery scheduled for a future time. Settlement
dates may be a month or more after entering into these transactions and such
transactions may involve a risk of loss if the value of the underlying security
declines prior to the settlement date. The price of the underlying securities
and the date when these securities will be delivered and paid for are fixed at
the time the transaction is negotiated. This may increase the risk if the other
party involved in the transaction fails to deliver and causes the Funds to
subsequently invest at less advantageous prices and yields. In connection with
such purchases the Funds maintain cash or liquid assets in an amount equal to
purchase commitments for such underlying securities until settlement date and
for sales commitments the Funds maintain equivalent deliverable securities as
"cover" for the transaction. Unsettled commitments are valued at current market
value of the underlying security. Daily fluctuations in the value of such
contracts are recorded as unrealized gains or losses. The Funds will not enter
into such agreements for the purpose of investment leverage.
OPTIONS
A Fund may purchase and write (sell) call and put options on any securities in
which it may invest or on any securities index based on securities in which it
may invest. A Fund may write covered put and call options and purchase put and
call options for hedging or investment purposes. The risk associated with
purchasing an option is that the Fund pays a premium whether or not the option
is exercised. Additionally, the Fund bears the risk of loss of premium and
change in market value should the counterparty not perform under the contract.
Put and call options purchased are accounted for in the same manner as portfolio
securities. The cost of securities acquired through the exercise of call options
is increased by the premium paid. The proceeds from securities sold through the
exercise of put options are decreased by the premium paid.
When a Fund writes an option, the premium received by the Fund is recorded as a
liability and is subsequently adjusted to the current market value of the option
written. Premiums received from writing options that expire unexercised are
recorded by a Fund on the expiration date as realized gains from options
transactions. The difference between the premium received and the amount paid on
effecting a closing purchase transaction, including brokerage commissions, is
also treated as a realized gain, or if the premium received is less than the
amount paid for the closing purchase transaction, as a realized loss. If a call
option is exercised, the premium received is added to the proceeds from the sale
of the underlying security in determining whether the Fund has realized a gain
or loss. If a put option is exercised, the premium received reduces the cost
basis of the security purchased by the Fund. The risk involved in writing an
option is that, if the option was exercised the underlying security could then
be purchased or sold by the Fund at a disadvantageous price.
Exchange-traded options are valued at the last sale price in the market where
such contracts are principally traded.
52
<Page>
EXPENSES
Expenses directly attributable to a Fund are charged to that Fund. Expenses not
directly attributable to a particular Fund are allocated evenly among the
affected Funds, allocated on the basis of relative net assets, or otherwise
allocated among the Funds as the Trustees may direct or approve.
DIVIDENDS AND DISTRIBUTIONS
The Investment Grade Bond Fund and Money Market Fund declare dividends daily
from net investment income, if any. Each of the remaining Funds in the Trust
distributes net investment income, if any, annually. Each Fund distributes its
net realized capital gains, if any, at least annually. Income and capital gain
distributions are determined in accordance with income tax regulations which may
differ from generally accepted accounting principles. These differences, which
may result in distribution reclassifications, are primarily due to differing
treatments for non-taxable dividends, capital loss carryforwards and losses
deferred due to wash sales. Permanent book and tax basis differences relating to
shareholder distributions will result in reclassifications to paid in capital
and may affect the per share allocation between net investment income and
realized and unrealized gain (loss). Undistributed net investment income and
accumulated undistributed net realized gain (loss) on investments may include
temporary book and tax differences which will reverse in a subsequent period.
Any taxable income or gain remaining at fiscal year end is distributed in the
following year.
<Table>
<Caption>
INCREASE (DECREASE)
--------------------------------------------------------------
UNDISTRIBUTED
(DISTRIBUTED IN ACCUMULATED NET
PAID IN EXCESS OF) NET REALIZED GAIN (LOSS)
CAPITAL INVESTMENT INCOME ON INVESTMENTS
---------- ---------------------- ----------------------
All Cap Fund $ -- $ 47 $ (47)
Investment Grade Bond Fund -- 9,019 (9,019)
Davis Venture Value Fund -- (6,512) 6,512
Value Small Cap Fund -- 71,732 (71,732)
Blue Chip Mid Cap Fund (8,939) (573) 9,512
</Table>
NOTE C -- INVESTMENT ADVISORY AND OTHER RELATED PARTY AGREEMENTS
INVESTMENT ADVISORY AGREEMENT
Sun Capital Advisers, Inc. (the "Adviser") is the investment adviser to the
Investment Grade Bond Fund, Money Market Fund, and Real Estate Fund under an
investment advisory agreement with the Trust dated November 4, 1998. The Adviser
is the investment adviser to the Blue Chip Mid Cap Fund, under a separate
investment advisory agreement with the Trust dated August 27, 1999. The Adviser
is the investment adviser to Davis Venture Value Fund and Value Small Cap Fund
under separate investment advisory agreements with the Trust dated May 1, 2000.
The Adviser is the investment adviser to the All Cap Fund under a separate
investment advisory agreement with the Trust dated May 1, 2002. The Adviser, at
its own cost, has retained Wellington Management Company LLP as subadviser for
Blue Chip Mid Cap Fund; Davis Selected Advisers L.P. as subadviser for the Davis
Venture Value Fund; and OpCap Advisors LLC as subadviser for the Value Small Cap
Fund. The Adviser is a wholly-owned subsidiary of Sun Life Assurance Company of
Canada - U.S. Operations Holdings, Inc. ("Sun Life - US Ops Holdco"), a holding
company. Sun Life Financial, Inc. ("Sun Life Financial"), a publicly traded
holding company, is the ultimate parent of Sun Life - US Ops Holdco and the
Adviser.
53
<Page>
As compensation for all services rendered, facilities provided and expenses paid
or assumed by the Adviser under the advisory agreement, the Trust pays
compensation quarterly to the Adviser at the following annual rates based on the
average daily net assets of each Fund taken separately:
<Table>
<Caption>
DAILY NET ASSETS ADVISORY FEE
---------------- ------------
All Cap Fund All 0.70%
Investment Grade Bond Fund All 0.60%
Money Market Fund All 0.50%
Real Estate Fund All 0.95%
Davis Venture Value Fund $0-$500 million 0.75%
over $500 million 0.70%
Value Small Cap Fund $0-$400 million 0.80%
$400 million-$800 million 0.75%
over $800 million 0.70%
Blue Chip Mid Cap Fund $0-$300 million 0.80%
over $300 million 0.75%
</Table>
LIMITATIONS
Through May 1, 2005 the Adviser has contractually agreed to reduce its advisory
fee and to reimburse each Fund's other expenses to reduce each Fund's total
annual operating expenses to:
<Table>
<Caption>
TOTAL OPERATING EXPENSE
-----------------------------------
INITIAL CLASS SERVICE CLASS
---------------- ----------------
All Cap Fund 0.90% 1.15%
Investment Grade Bond Fund 0.75% 1.00%
Money Market Fund 0.65% --
Real Estate Fund 1.25% 1.50%
Davis Venture Value Fund 0.90% --
Value Small Cap Fund 1.00% --
Blue Chip Mid Cap Fund 1.00% --
</Table>
For the year ended December 31, 2004, the Adviser waived all or part of its
advisory fee and reimbursed certain operating expenses in the following amounts:
<Table>
<Caption>
EXPENSES
FEES WAIVED REIMBURSED
---------------- ----------------
All Cap Fund $ 42,712 $ 111,928
Investment Grade Bond Fund 143,811 --
Money Market Fund 74,654 --
Real Estate Fund 811 --
Davis Venture Value Fund 120,762 --
Value Small Cap Fund 72,671 --
Blue Chip Mid Cap Fund 93,470 --
</Table>
54
<Page>
To the extent that a Fund's total expense ratio falls below the expense limit
stated above in future years, the Adviser reserves the right to be reimbursed
for advisory fees waived and fund expenses paid by it during the prior two
fiscal years. For the prior two years the aggregate amount is $1,143,522.
DISTRIBUTION AND SERVICE PLAN
The Trust has adopted a plan of distribution and service pursuant to Rule 12b-1
under the 1940 Act with respect to its Service Class shares (the "Plan"),
pursuant to which distribution and service fees are paid to Clarendon Insurance
Agency, Inc. ("Clarendon"), which is a wholly-owned subsidiary of Sun Life
Assurance Company of Canada (U.S.). The fees of the Trust payable to Clarendon
pursuant to the Plan are accrued daily at a rate with respect to each fund which
may not exceed 0.25% of the fund's average daily net assets attributable to
Service Class shares regardless of the level of expenses actually incurred by
Clarendon and others.
TRUSTEES' COMPENSATION
Trustees' fees are paid by the Trust to each independent trustee of the Trust.
The aggregate remuneration paid by the Funds to the independent trustees for the
year ended December 31, 2004 was $88,000. The Trust pays no compensation
directly to its Trustees or officers who are affiliated with the Adviser, Sun
Life - US Ops Holdco or Sun Life Financial, all of whom receive remuneration for
their services to the Trust from the Adviser, Sun Life - US Ops Holdco or Sun
Life Financial. Certain officers and Trustees of the Trust are officers and
directors of the Adviser, Sun Life - US Ops Holdco or Sun Life Financial.
NOTE D -- INVESTMENT TRANSACTIONS
Purchases and proceeds from sales and maturities of investments, excluding
short-term securities for the year ended December 31, 2004 were as follows:
<Table>
<Caption>
NON- NON-
GOVERNMENT GOVERNMENT GOVERNMENT GOVERNMENT
PURCHASES PURCHASES SALES SALES
---------------- ---------------- ---------------- ----------------
All Cap Fund $ 9,890,224 $ -- $ 8,035,897 $ --
Investment Grade Bond Fund 14,713,880 24,893,386 20,292,038 20,615,291
Real Estate Fund 82,134,220 -- 63,284,021 --
Davis Venture Value Fund 6,358,482 -- 5,050,385 --
Value Small Cap Fund 87,314,001 -- 81,888,387 --
Blue Chip Mid Cap Fund 49,087,960 -- 47,512,677 --
</Table>
Purchases and sales, including maturities, of short-term securities by the Money
Market Fund for the year ended December 31, 2004 were $973,530,141 and
$965,964,291, respectively.
The identified cost for federal income tax purposes of investments owned by each
Fund and their respective gross unrealized appreciation and depreciation at
December 31, 2004 were as follows:
<Table>
<Caption>
GROSS UNREALIZED NET UNREALIZED
----------------------------------- APPRECIATION/
IDENTIFIED COST APPRECIATION (DEPRECIATION) (DEPRECIATION)
---------------- ---------------- ---------------- ----------------
All Cap Fund $ 7,071,716 $ 1,095,375 $ (70,655) $ 1,024,720
Investment Grade Bond Fund 59,796,900 2,199,260 (423,968) 1,775,292
Money Market Fund 121,622,518 -- -- --
Real Estate Fund 94,882,793 29,069,681 -- 29,069,681
Davis Venture Value Fund 41,350,041 11,042,444 1,041,545 10,000,899
Value Small Cap Fund 76,318,823 14,373,673 (1,635,479) 12,738,194
Blue Chip Mid Cap Fund 68,757,861 21,525,761 (502,472) 21,023,289
</Table>
55
<Page>
NOTE E -- SHARE TRANSACTIONS
Each of the Funds is authorized to issue an unlimited number of shares without
par value. Transactions in classes of each Fund were as follows:
<Table>
<Caption>
INITIAL CLASS SERVICE CLASS
---------------------------------- -------------------
YEAR ENDED DECEMBER 31, FOR THE
---------------------------------- PERIOD 2/1/2004 TO
2004 2003 12/31/2004
--------------- --------------- -------------------
ALL CAP FUND (SHARES)
Shares sold 241,876 233,939 86,965
Shares issued as reinvestment of distributions 53,716 2,918 6,590
Shares redeemed (174,138) (29,224) (6,222)
--------------- --------------- ---------------
Net increase (decrease) in shares outstanding 121,454 207,633 87,333
Beginning of period 443,737 236,104 --
--------------- --------------- ---------------
End of period 565,191 443,737 87,333
=============== =============== ===============
ALL CAP FUND ($)
Net proceeds from sales $ 2,918,185 $ 2,358,428 $ 1,081,003
Net proceeds on reinvestment of distributions 652,519 32,948 82,579
Shares redeemed (2,056,488) (267,389) (76,753)
--------------- --------------- ---------------
Net increase (decrease) in net assets $ 1,514,216 $ 2,123,987 $ 1,086,829
=============== =============== ===============
INVESTMENT GRADE BOND FUND (SHARES)
Shares sold 500,617 1,278,813 166,404
Shares issued as reinvestment of distributions 334,152 365,651 1,913
Shares redeemed (1,744,455) (2,055,489) (99,030)
--------------- --------------- ---------------
Net increase (decrease) in shares outstanding (909,686) (411,025) 69,287
Beginning of period 6,620,142 7,031,167 --
--------------- --------------- ---------------
End of period 5,710,456 6,620,142 69,287
=============== =============== ===============
INVESTMENT GRADE BOND FUND ($)
Net proceeds from sales $ 5,029,188 $ 12,560,488 $ 1,665,526
Net proceeds on reinvestment of distributions 3,342,000 3,611,788 19,198
Shares redeemed (17,432,337) (20,196,327) (977,939)
--------------- --------------- ---------------
Net increase (decrease) in net assets $ (9,061,149) $ (4,024,051) $ 706,785
=============== =============== ===============
MONEY MARKET FUND (SHARES)
Shares sold 105,203,008 138,242,739
Shares issued as reinvestment of distributions 899,562 792,677
Shares redeemed (97,707,454) (175,395,161)
--------------- ---------------
Net increase (decrease) in shares outstanding 8,395,116 (36,359,745)
Beginning of period 113,005,004 149,364,749
--------------- ---------------
End of period 121,400,120 113,005,004
=============== ===============
</Table>
56
<Page>
<Table>
<Caption>
INITIAL CLASS SERVICE CLASS
---------------------------------- -------------------
YEAR ENDED DECEMBER 31, FOR THE
---------------------------------- PERIOD 2/1/2004 TO
2004 2003 12/31/2004
--------------- --------------- -------------------
MONEY MARKET FUND ($)
Net proceeds from sales $ 105,203,008 $ 138,242,739
Net proceeds on reinvestment of distributions 899,562 792,677
Shares redeemed (97,707,454) (175,395,161)
--------------- ---------------
Net increase (decrease) in net assets $ 8,395,116 $ (36,359,745)
=============== ===============
REAL ESTATE FUND (SHARES)
Shares sold 878,055 1,954,473 1,158,499
Shares issued as reinvestment of distributions 319,867 -- --
Shares redeemed (1,031,392) (732,041) (68,505)
--------------- --------------- ------------------
Net increase (decrease) in shares outstanding 166,530 1,222,432 1,089,994
Beginning of period 5,214,233 3,991,801 --
--------------- --------------- ------------------
End of period 5,380,763 5,214,233 1,089,994
=============== =============== ==================
REAL ESTATE FUND ($)
Net proceeds from sales $ 13,878,804 $ 25,727,511 $ 19,325,812
Net proceeds on reinvestment of distributions 4,951,546 -- --
Shares redeemed (17,061,296) (8,695,925) (1,178,656)
--------------- --------------- ---------------
Net increase (decrease) in net assets $ 1,769,054 $ 17,031,586 $ 18,147,156
=============== =============== ===============
DAVIS VENTURE VALUE FUND (SHARES)
Shares sold 638,176 681,374
Shares issued as reinvestment of distributions 32,096 25,711
Shares redeemed (482,836) (455,533)
--------------- ---------------
Net increase (decrease) in shares outstanding 187,436 251,552
Beginning of period 4,652,150 4,400,598
--------------- ---------------
End of period 4,839,586 4,652,150
=============== ===============
DAVIS VENTURE VALUE FUND ($)
Net proceeds from sales $ 6,263,730 $ 5,447,573
Net proceeds on reinvestment of distributions 307,156 213,141
Shares redeemed (4,770,768) (3,631,725)
--------------- ---------------
Net increase (decrease) in net assets $ 1,800,118 $ 2,028,989
=============== ===============
VALUE SMALL CAP FUND (SHARES)
Shares sold 747,011 1,849,477
Shares issued as reinvestment of distributions 521,279 2,637
Shares redeemed (523,021) (1,198,736)
--------------- ---------------
Net increase (decrease) in shares outstanding 745,269 653,378
Beginning of period 5,106,703 4,453,325
--------------- ---------------
End of period 5,851,972 5,106,703
=============== ===============
</Table>
57
<Page>
<Table>
<Caption>
INITIAL CLASS
----------------------------------
YEAR ENDED DECEMBER 31,
----------------------------------
2004 2003
--------------- ---------------
VALUE SMALL CAP FUND ($)
Net proceeds from sales $ 10,878,442 $ 20,401,216
Net proceeds on reinvestment of distributions 6,714,071 33,939
Shares redeemed (7,278,307) (14,189,636)
--------------- ---------------
Net increase (decrease) in net assets $ 10,314,206 $ 6,245,519
=============== ===============
BLUE CHIP MID CAP FUND (SHARES)
Shares sold 654,701 865,348
Shares issued as reinvestment of distributions -- --
Shares redeemed (558,946) (684,940)
--------------- ---------------
Net increase (decrease) in shares outstanding 95,755 180,408
Beginning of period 4,846,770 4,666,362
--------------- ---------------
End of period 4,942,525 4,846,770
=============== ===============
BLUE CHIP MID CAP FUND ($)
Net proceeds from sales $ 10,461,611 $ 11,315,742
Net proceeds on reinvestment of distributions -- --
Shares redeemed (8,906,431) (9,058,622)
--------------- ---------------
Net increase (decrease) in net assets $ 1,555,180 $ 2,257,120
=============== ===============
</Table>
NOTE F -- LINE OF CREDIT
The Trust has entered into a $15 million committed unsecured revolving line of
credit (the "Agreement") primarily for temporary or emergency purposes. The
Money Market Fund is not a party to this agreement. Interest is charged to each
Fund based on its borrowings at an amount above the overnight federal funds
rate. In addition, a fee on the daily unused portion of the $15 million
committed line is allocated among the participating funds at the end of each
quarter. During the year ended December 31, 2004, the following Funds had
borrowings under this Agreement as follows:
<Table>
<Caption>
AVERAGE DAILY WEIGHTED AVERAGE TOTAL INTEREST
MAXIMUM LOAN AMOUNT OF LOAN INTEREST RATE PAID
------------------ ------------------ ------------------ ------------------
All Cap Fund $ 49,500 $ 727 1.530% $ 11
Real Estate Fund 686,000 2,392 2.708 76
Blue Chip Mid Cap Fund 269,000 2,784 1.519 37
</Table>
58
<Page>
NOTE G -- SUBSEQUENT EVENTS
Effective January 1, 2005, the Adviser has contractually agreed to reimburse the
following Funds' other expenses through April 30, 2006 to reduce each Fund's
total annual operating expenses to:
<Table>
<Caption>
TOTAL OPERATING EXPENSE
-----------------------------------
INITIAL CLASS SERVICE CLASS
---------------- ----------------
All Cap Fund 0.90% 1.15%
Investment Grade Bond Fund 0.75% 1.00%
Money Market Fund 0.50% --
Real Estate Fund 1.10% 1.35%
Davis Venture Value Fund 0.90% --
Value Small Cap Fund 1.00% --
Blue Chip Mid Cap Fund 1.00% --
</Table>
On January 3, 2005, the Adviser changed its form of organization from a
corporation to a limited liability company. As a consequence of this
reorganization, the Adviser also changed its name from Sun Capital Advisers,
Inc. to Sun Capital Advisers LLC.
59
<Page>
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Shareholders of Sun Capital Advisers Trust:
We have audited the accompanying statements of assets and liabilities of Sun
Capital All Cap Fund, Sun Capital Investment Grade Bond Fund, Sun Capital Money
Market Fund, Sun Capital Real Estate Fund, SC Davis Venture Value Fund, SC Value
Small Cap Fund and SC Blue Chip Mid Cap Fund (each a portfolio of Sun Capital
Advisers Trust, "the Trust"), including the portfolios of investments, as of
December 31, 2004, and the related statements of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended and the financial highlights for each of the periods
presented. These financial statements and financial highlights are the
responsibility of the Trust's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes consideration of internal control over financial reporting as a basis
for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Trust's
internal control over financial reporting. Accordingly, we express no such
opinion. An audit also includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements, assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. Our procedures
included confirmation of securities owned as of December 31, 2004, by
correspondence with the custodian and brokers; where replies were not received
from brokers, we performed other auditing procedures. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial positions of Sun
Capital All Cap Fund, Sun Capital Investment Grade Bond Fund, Sun Capital Money
Market Fund, Sun Capital Real Estate Fund, SC Davis Venture Value Fund, SC Value
Small Cap Fund and SC Blue Chip Mid Cap Fund as of December 31, 2004, the
results of their operations for the year then ended, the changes in 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.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
February 11, 2005
60
<Page>
OTHER INFORMATION (UNAUDITED)
PROXY VOTING
A description of the policies and procedures that the Funds use to determine how
to vote proxies relating to portfolio securities and information regarding how
the Funds voted proxies relating to portfolio securities during the most recent
12-month period ended June 30 are available (i) without charge, upon request, by
calling 1-800-432-1102 x 1687 and (ii) on the U.S. Securities and Exchange
Commission's website at http://www.sec.gov.
QUARTERLY FILING OF PORTFOLIO HOLDINGS
The Funds file their complete schedule of investments with the U.S. Securities
and Exchange Commission ("SEC") for the first and third quarters of each fiscal
year on Form N-Q. The Funds' Form N-Q will be available (i) on the SEC's website
at www.sec.gov; and (ii) available for review and copying at the SEC's Public
Reference Room in Washington, D.C. Information about the operations of the
Public Reference Room may be obtained by calling 800-SEC-0330.
FEDERAL TAX INFORMATION
For the year ended December 31, 2004, the following Funds paid distributions
which were designated as long-term capital gains dividends:
<Table>
<Caption>
AMOUNT
--------------
All Cap Fund - Initial Class $ 150,717
Real Estate Fund - Initial Class 2,512,069
</Table>
For federal income tax purposes, the following information is furnished with
respect to the distributions of the Trust for its fiscal year ended December 31,
2004:
Percentage of distributions which qualify for the corporate dividends received
deduction:
<Table>
<Caption>
FUND PERCENTAGE
- ---- --------------
Sun Capital All Cap Fund 12.82%
Sun Capital Investment Grade Bond Fund 0.00%
Sun Capital Real Estate Fund 0.00%
Sun Capital Money Market Fund 0.00%
SC Davis Venture Value Fund 100.00%
SC Value Small Cap Fund 6.58%
</Table>
SHAREHOLDER MEETINGS
At Special Meetings of Shareholders held on August 5, 2004 of each of the SC
Alger Growth Fund, SC Alger Income & Growth Fund, SC Alger Small Capitalization
Fund, SC Davis Financial Fund, SC Neuberger Berman Mid Cap Growth Fund, SC
Neuberger Berman Mid Cap Value Fund, SC Value Equity Fund, SC Value Managed
Fund, SC Value Mid Cap Fund, SC Investors Foundation Fund, and SC Select Equity
Fund, the shareholders of each Fund voted to approve a Plan of Liquidation for
such Fund. On August 6, 2004, $64.2 million of the liquidated proceeds were
transferred to the Money Market Fund.
The shareholders of SC Alger Growth Fund voted to approve a Plan of Liquidation
for the Fund.
For: $9,552,518.59 (equal to 89.448% of the dollars present
or represented);
Against: $296,872.91 (equal to 2.780% of the dollars present or
represented);
Abstain: $830,055.14 (equal to 7.772% of the dollars present or
represented);
The shareholders of SC Alger Income & Growth Fund voted to approve a Plan of
Liquidation for the Fund.
For: $7,418,881.81 (equal to 79.625% of the dollars present
or represented);
Against: $635,465.16 (equal to 6.820% of the dollars present or
represented);
Abstain: $1,262,994.76 (equal to 13.555% of the dollars present
or represented);
61
<Page>
The shareholders of SC Alger Small Capitalization Fund voted to approve a Plan
of Liquidation for the Fund.
For: $5,245,356.26 (equal to 77.078% of the dollars present
or represented);
Against: $1,150,352.21 (equal to 16.904% of the dollars present
or represented);
Abstain: $409,531.16 (equal to 6.018% of the dollars present or
represented);
The shareholders of SC Davis Financial Fund voted to approve a Plan of
Liquidation for the Fund.
For: $6,690,551.66 (equal to 77.980% of the dollars present
or represented);
Against: $686,200.23 (equal to 7.998% of the dollars present or
represented); and
Abstain: $1,203,097.09 (equal to 14.022% of the dollars present
or represented).
The shareholders of SC Neuberger Berman Mid Cap Growth Fund voted to approve a
Plan of Liquidation for the Fund.
For: $5,785,587.42 (equal to 68.474% of the dollars present
or represented);
Against: $1,414,863.58 (equal to 16.745% of the dollars present
or represented); and
Abstain: $1,248,938.58 (equal to 14.781% of the dollars present
or represented).
The shareholders of SC Neuberger Berman Mid Cap Value Fund voted to approve a
Plan of Liquidation for the Fund.
For: $6,641,313.59 (equal to 81.250% of the dollars present
or represented);
Against: $373,636.47 (equal to 4.571% of the dollars present or
represented); and
Abstain: $1,158,993.14 (equal to 14.179% of the dollars present
or represented).
The shareholders of SC Value Equity Fund voted to approve a Plan of Liquidation
for the Fund.
For: $7,374,116.13 (equal to 82.178% of the dollars present
or represented);
Against: $941,341.16 (equal to 10.490% of the dollars present or
represented); and
Abstain: $657,884.39 (equal to 7.332% of the dollars present or
represented).
The shareholders of SC Value Managed Fund voted to approve a Plan of Liquidation
for the Fund.
For: $4,121,662.84 (equal to 75.079% of the dollars present
or represented);
Against: $172,840.17 (equal to 3.148% of the dollars present or
represented); and
Abstain: $1,195,284.38 (equal to 21.773% of the dollars present
or represented).
The shareholders of SC Value Mid Cap Fund voted to approve a Plan of Liquidation
for the Fund.
For: $18,095,601.89 (equal to 87.425% of the dollars present
or represented);
Against: $1,486,924.32 (equal to 7.184% of the dollars present or
represented); and
Abstain: $1,115,854.26 (equal to 5.391% of the dollars present or
represented).
The shareholders of SC Investors Foundation Fund voted to approve a Plan of
Liquidation for the Fund.
For: $6,624,837.11 (equal to 89.318% of the dollars present
or represented);
Against: $332,687.86 (equal to 4.485% of the dollars present or
represented); and
Abstain: $459,610.32 (equal to 6.197% of the dollars present or
represented).
The shareholders of SC Select Equity Fund voted to approve a Plan of Liquidation
for the Fund.
For: $9,773,583.24 (equal to 89.035% of the dollars present
or represented);
Against: $756,567.19 (equal to 6.892% of the dollars present or
represented); and
Abstain: $447,125.20 (equal to 4.073% of the dollars present or
represented).
62
<Page>
THE FUNDS' MANAGEMENT SUN CAPITAL ADVISERS TRUST
Each fund's business is managed by the trustees. Several of the funds' trustees
and officers are also directors and officers of Sun Life Financial or the
adviser. The table below provides more information about the funds' trustees and
officers.
<Table>
<Caption>
TERM OF NUMBER OF OTHER
OFFICE AND FUNDS WITHIN DIRECTORSHIPS
LENGTH OF FUND COMPLEX HELD OUTSIDE OF
TIME PRINCIPAL OCCUPATION OVERSEEN BY THE FUND
NAME, ADDRESS AND AGE POSITION WITH THE TRUST SERVED(1) PAST 5 YEARS TRUSTEE COMPLEX BY TRUSTEE
- --------------------- ----------------------- ------------ --------------------- ------------ -----------------------------
Graham E. Jones Trustee Since Senior Vice 7 Trustee, Weiss, Peck & Greer
330 Garfield Street October 1998 President, BGK Funds (8 mutual funds) since
Santa Fe, NM 87501 Properties, Inc. 1985, Trustee, Scudder Funds
Year of birth: 1933 (real estate), since (New York) Board (65 mutual
1994. funds) since 1993
Anthony C. Paddock Trustee Since Managing Director, 7
350 Fifth Avenue, Suite 5513 October 1998 Empire Valuation
New York, NY 10118 Consultants, Inc.,
Year of birth: 1935 since 1996.
President, AC Paddock
& Associates
(consulting), since
1996.
William N. Searcy, Jr. Trustee Since Private investor 7 Trustee, Scudder Funds (New
4411 133rd St. Ct. NW October 1998 since 2003. Pension York) Board (65 mutual funds)
Gig Harbor, WA 98332 and savings trust since 1993
Year of birth: 1946 officer, Sprint
Corp., 1989-2003.
</Table>
(1) Each Independent Trustee of the Trust holds office until his resignation,
removal or retirement. No Independent Trustee may serve as Trustee after
the last day of the calendar year in which such Trustee turns 72 years of
age.
63
<Page>
<Table>
<Caption>
TERM OF NUMBER OF OTHER
OFFICE AND FUNDS WITHIN DIRECTORSHIPS
LENGTH OF FUND COMPLEX HELD OUTSIDE OF
TIME PRINCIPAL OCCUPATION OVERSEEN BY THE FUND
NAME, ADDRESS AND AGE POSITION WITH THE TRUST SERVED(1) PAST 5 YEARS TRUSTEE COMPLEX BY TRUSTEE
- --------------------- ----------------------- ------------ --------------------- ------------ ------------------------------
C. James Prieur(2) Chairman, Executive Trustee Chairman and 7 Director, McLean Budden
150 King Street West 6th Vice President and since director, Sun Capital Limited, since 2000, Chairman
Floor Trustee October 1998 Advisers, Inc. since & Director, Sun Capital
Toronto, Ontario M5H 1J9 1998. President and Advisers, Inc., since 1992,
Year of birth: 1951 Chief Operating Chairman, Sun Life of Canada
Officer, Sun Life U.K. Holdings PLC, since
Financial, since 1999 2002, Chairman, Sun Life
and previously senior Assurance Company of Canada
vice president and (UK) Limited, since 2002,
general manager (1997 Director & Chairman, Sun Life
- 1999). Assurance Company of Canada
(US), since 2003, Director &
President, Sun Life Assurance
Company of Canada - U.S.
Operations Holdings, Inc.,
since 1997, Director, Sun
Life of Canada (U.S.)
Financial Services Holdings,
Inc., since 2000, President
& Director, Sun Life of
Canada (U.S.) Holdings, Inc.,
since 1997, President &
Director, Sun Life (India)
AMC Investments Inc., since
1999, President & Director,
Sun Life (India) Distribution
Investments Inc., since
1999, President & Director,
Sun Life (India) Securities
Investments Inc., since
1999, Director & Chairman,
Sun Life Insurance and
Annuity Company of New York,
since 2003, Director,
Massachusetts Financial
Services Company, since 1999,
Chairman, Massachusetts
Financial Services Compass
Funds Board of Trustees,
since 2001, President &
Director, Sun Life Financial
(JAPAN), Inc., since 2000,
Director, President & COO,
Sun Life Assurance Company of
Canada, since 2002, Director
& President, Sun Life
Financial (Bermuda) Holdings,
Inc., since 2002, Chairman &
Director, Independent Life &
Annuity Company, since 2003,
President, Sun Life Financial
(U.S.) Investments LLC, since
2001, Director & President,
Sun Life Financial (U.S.)
Holdings Inc., since 2001,
Director & President, Sun
Life Financial (India)
Insurance Investments Inc.,
since 2000, Attorneys in
fact, Sun Life Inversiones
Limitada S.A., since 2000,
Director, Sun Life Financial
Investments (Bermuda) Ltd.,
since 2003, Director,
President & COO, Sun Life
Financial Inc., since 2002,
Director, Canadian Opera
Company, since 1999,
Director, CI Fund Management
Inc., since 2004.
</Table>
(1) Each affiliated Trustee of the Trust holds office until his resignation or
removal. Each officer of the Trust is elected annually.
(2) An interested person of the funds for purposes of Section 2(a)(19) of the
1940 Act.
64
<Page>
<Table>
<Caption>
TERM OF NUMBER OF OTHER
OFFICE AND FUNDS WITHIN DIRECTORSHIPS
LENGTH OF FUND COMPLEX HELD OUTSIDE OF
TIME PRINCIPAL OCCUPATION OVERSEEN BY THE FUND
NAME, ADDRESS AND AGE POSITION WITH THE TRUST SERVED(1) PAST 5 YEARS TRUSTEE COMPLEX BY TRUSTEE
- --------------------- ----------------------- ------------ --------------------- ------------ ------------------------------
James M.A. Anderson(2) President, Chief Trustee Chief Investment 7 Director, Sun Capital
One Sun Life Executive Park Executive Officer and since Officer, Sun Capital Advisers, Inc. since 1998,
Wellesley Hills, MA 02481 Trustee October 1998 Advisers, Inc., since Director, Sun Benefit Services
Year of birth: 1949 2000, and president Company, Inc. since 1998,
and director since Director, Clarendon Insurance
1998. Vice president, Agency Inc. since 1998,
Sun Life Financial, Director, Sun Life of Canada
since 1995. (U.S.) Holdings, Inc. since
1997, Director, Sun Life
Assurance Company of Canada
(U.S.) Operations Holdings,
Inc. since 1997, Director, Sun
Life of Canada (U.S.) Holdings
General Partner, Inc. since
1998, Director, Sun Canada
Financial Co. since 1997,
Director, Director, Sun Life
Financial (Japan), Inc. since
2000, Director, Sun Life
Financial (U.S.) Finance, Inc.
since 2001, Director, Sun Life
Financial (U.S.) Holdings,
Inc. since 2001, Director, Sun
Life Financial (Bermuda)
Holdings, Inc. since 2002,
Director, Sun Life of Canada
(U.S.) SPE 97-I, Inc. since
2003, Director, Sun Life
Financial Global Funding, ULC
since 2004.
James F. Alban(2) Chief Financial Officer Since Senior vice president
One Sun Life Executive Park and Treasurer October 1998 and Chief Financial N/A N/A
Wellesley Hills, MA 02481 Officer, Sun Capital
Year of birth: 1962 Advisers, Inc., since
2000. Assistant vice
president, Sun Life
Financial since 1998.
Maura A. Murphy, Esq.(2) Secretary Since Senior vice president N/A N/A
One Sun Life Executive Park October 1998 and chief counsel, Sun
Wellesley Hills, MA 02481 Capital Advisers,
Year of birth: 1960 Inc., since 2000 and
secretary since 1998.
Senior counsel at Sun
Life Financial since
1998.
</Table>
(1) Each affiliated Trustee of the Trust holds office until his resignation or
removal. Each officer of the Trust is elected annually.
(2) An interested person of the funds for purposes of Section 2(a)(19) of the
1940 Act.
The Statement of Additional Information (SAI) includes additional information
about the Funds' trustees and is available, without charge, upon request by
calling 1-800-432-1102 X1780.
65
<Page>
SUN CAPITAL ADVISERS
TRUSTEES AND OFFICERS
GRAHAM E. JONES, TRUSTEE
ANTHONY C. PADDOCK, TRUSTEE
WILLIAM N. SEARCY, JR., TRUSTEE
C. JAMES PRIEUR, CHAIRMAN, EXECUTIVE V.P. AND TRUSTEE
JAMES M.A. ANDERSON, PRESIDENT, CEO AND TRUSTEE
JAMES F. ALBAN, TREASURER AND CFO
SUSAN J. WALSH, ASSISTANT TREASURER
JOHN W. DONOVAN, VICE PRESIDENT
RICHARD GORDON, VICE PRESIDENT
EVAN S. MOSKOVIT, VICE PRESIDENT
THOMAS V. PEDULLA, VICE PRESIDENT
LEO D. SARACENO, VICE PRESIDENT
MICHAEL A. SAVAGE, VICE PRESIDENT
MAURA A. MURPHY, SECRETARY
SAMANTHA M. BURGESS, ASSISTANT SECRETARY
INVESTMENT ADVISER
SUN CAPITAL ADVISERS, INC.
ONE SUN LIFE EXECUTIVE PARK
WELLESLEY HILLS, MA 02481
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
DELOITTE & TOUCHE LLP
200 BERKELEY STREET
BOSTON, MA 02116
ADMINISTRATOR, CUSTODIAN, TRANSFER AGENT
STATE STREET BANK & TRUST COMPANY
225 FRANKLIN STREET
BOSTON, MA 02110
LEGAL COUNSEL
WILMER CUTLER PICKERING HALE AND DORR LLP
60 STATE STREET
BOSTON, MA 02109
This report must be preceded or accompanied by a prospectus for Sun Capital
Advisers Trust which includes more information about charges and expenses.
Please read the prospectus carefully before you invest or send money.
<Page>
Item 2. Code of Ethics.
Registrant has adopted a code of ethics that applies to registrant's principal
executive officer and principal financial officer. This code of ethics is
available without charge, upon request, by calling 1-800-432-1102 x1687. A copy
of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive
amendments were approved or waivers granted to this code of ethics during the
period covered by this report.
Item 3. Audit Committee Financial Expert.
The registrant's Board of Trustees has determined that the registrant has at
least one financial expert, Graham E. Jones, serving on its Committee of
Independent Trustees, which also serves as the registrant's audit committee
pursuant to an Audit Charter. Mr. Jones is considered "independent" for purposes
of Item 3(a)(2) of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Aggregate fees billed for professional services rendered to the registrant for
the last two fiscal years by the registrant's principal accountant were as
follows:
(a) Audit Fees: Includes amounts related to the audit of the registrant's annual
financial statements and services normally provided by the accountant in
connection with statutory and regulatory filings.
<Table>
FY 2003 FY 2004
------- -------
$ 237,000 $ 145,000
</Table>
(b) Audit-related Fees:
<Table>
FY 2003 FY 2004
------- -------
None None
</Table>
(c) Tax Fees: Includes amounts related to tax compliance, tax planning and tax
advice.
<Table>
FY 2003 FY 2004
------- -------
$ 64,105 $ 55,300
</Table>
(d) All Other Fees:
<Table>
FY 2003 FY 2004
------- -------
None None
</Table>
<Page>
(e)(1) The registrant's Committee of Independent Trustees (the "Committee") has
adopted a policy whereby audit and non-audit services performed by the
registrant's principal accountant for the registrant, its investment adviser and
any entity controlling, controlled by or under common control with the
investment adviser that provides ongoing services to the registrant require
pre-approval.
The policy includes a list of specified services that are deemed to be
pre-approved, subject to stated dollar limits, by the Committee. The Committee
must provide specific advance approval for any service that is not included in
the list of pre-approved services, or for any pre-approved service that exceeds
the dollar limit set forth in the policy. In determining whether to approve
services, the Committee considers whether the services are consistent with
maintaining the principal accountant's independence.
(e)(2) No services included in this Item 4 (b) through (d) were approved
pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) Not applicable
(g) During the registrant's fiscal years ended December 31, 2004 and December
31, 2003, the registrant's principal accountant did not render any non-audit
services to the registrant, the registrant's investment adviser, or to any
entity controlling, controlled by, or under common control with the adviser that
provides ongoing services to the registrant.
(h) Not applicable
Item 5. Audit Committee of Listed Registrants.
Not applicable
Item 6. Schedule of Investments.
Included in stockholder report filed under Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not Applicable
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
<Page>
Not Applicable
Item 10. Submission of Matters to a Vote of Security Holders.
No material changes to the procedures by which shareholders may recommend
nominees to the registrant's Board of Trustees have been implemented since the
registrant's most recent disclosure to this Item.
Item 11. Controls and Procedures.
(a) Based upon their evaluation of the registrant's disclosure controls and
procedures as conducted within 90 days of the filing date of this Form N-CSR,
the registrant's principal financial officer and principal executive officer
have concluded that those disclosure controls and procedures provide
reasonable assurance that the material information required to be disclosed
by the registrant on this report is recorded, processed, summarized and
reported within the time periods specified in the Securities and Exchange
Commission's rules and forms.
(b) There have been no significant changes in the registrant's internal
control over financial reporting 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 12. Exhibits.
(a)(1) The code of ethics as required by Form N-CSR Item 2 is filed herewith.
(a)(2) A separate certification for each principal executive officer and
principal financial officer of the registrant as required by Rule 30a-2
under the Investment Company Act of 1940, as amended, are filed herewith.
(a)(3) Not applicable.
(b) The certification required by Section 906 of the Sarbanes-Oxley Act of 2002
is filed herewith.
<Page>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) SUN CAPITAL ADVISERS TRUST
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By (Signature and Title)* /s/ JAMES M.A. ANDERSON
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James M.A. Anderson, President
Date: March 1, 2005
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Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ JAMES M.A. ANDERSON
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James M.A. Anderson, President
(Chief Executive Officer)
Date: March 1, 2005
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By (Signature and Title)* /s/ JAMES F. ALBAN
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James F. Alban, Treasurer
(Chief Financial Officer)
Date: March1, 2005
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* Print name and title of each signing officer under his or her signature.