EQ Advisors Trust

The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).

Total Returns

Performance of the EQ Advisors Trust Portfolios as shown on the following pages compares each Portfolio’s performance to that of a broad-based securities index. Each of the Portfolio’s annualized rates of return is net of investment management fees and expenses of the Portfolio. Rates of return are not representative of the actual return you would receive under your variable life insurance policy or annuity contract. No policyholder or contractholder can invest directly in the EQ Advisors Trust Portfolios. Changes in policy values depend not only on the investment performance of the EQ Advisors Trust Portfolios, but also on the insurance and administrative charges, applicable sales charges, and the mortality and expense risk charge applicable under a policy. These policy charges effectively reduce the dollar amount of any net gains and increase the dollar amount of any net losses.

Each of the EQ Advisors Trust Portfolios has a separate investment objective it seeks to achieve by following a separate investment policy. There is no guarantee that these objectives will be attained. The objectives and policies of each Portfolio will affect its return and its risk. Keep in mind that past performance is not an indication of future results.

Growth of $10,000 Investment

The charts shown on the following pages illustrate the total value of an assumed investment in Class IA and/or Class IB shares of each Portfolio of the EQ Advisors Trust. The periods illustrated are from the inception dates shown, or for a ten year period if the inception date is prior to December 31, 1998, through December 31, 2008. These results assume reinvestment of dividends and capital gains. The total value shown for each Portfolio reflects management fees and operating expenses of the Portfolios and 12b-1 fees which are applicable to Class IB shares. They have not been adjusted for insurance-related charges and expenses associated with life insurance policies or annuity contracts, which would lower the total values shown. Results should not be considered representative of future gains or losses.

The Benchmarks

Broad-based securities indices are unmanaged and are not subject to fees and expenses typically associated with actively-managed funds. Investment cannot be made directly in a broad-based securities index. Comparisons with these benchmarks, therefore, are of limited use. They are included because they are widely known and may help you to understand the universe of securities from which each Portfolio is likely to select its holdings.

All Asset Allocation Index (time-weighted)

All Asset Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of 45% S&P 500 Index, 30% Barclays Capital Aggregate Bond Index, 20% Morgan Stanley Capital International EAFE Index, and 5% NAREIT Equity REIT Index.

Conservative Allocation Index (time-weighted)

Conservative Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of 80% Barclays Capital Aggregate Bond Index, 15% S&P 500 Index and 5% Morgan Stanley Capital International EAFE Index.

Conservative-Plus Allocation Index (time-weighted)

Conservative-Plus Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of 60% Barclays Capital Aggregate Bond Index, 30% S&P 500 Index and 10% Morgan Stanley Capital International EAFE Index.

Moderate Allocation Index (time-weighted)

Moderate Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of 50% Barclays Capital Aggregate Bond Index, 35% S&P 500 Index and 15% Morgan Stanley Capital International EAFE Index.

Moderate-Plus Allocation Index (time-weighted)

Moderate-Plus Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of

30% Barclays Capital Aggregate Bond Index, 50% S&P 500 Index and 20% Morgan Stanley Capital International EAFE Index.

Aggressive Allocation Index (time-weighted)

Aggressive Allocation Index (time-weighted) is a hypothetical combination of unmanaged indices. The composite index is made up of 10% Barclays Capital Aggregate Bond Index, 65% S&P 500 Index and 25% Morgan Stanley Capital International EAFE Index.

Moderate Allocation Index

The Moderate Allocation Index is a hypothetical combination of unmanaged indices. The composite index combines the total return of the S&P 500 and the Barclays Capital Aggregate Bond Index at a weighting of 50% and 50%, respectively.

Barclays Capital Aggregate Bond Index

An unmanaged index considered representative of the U.S. investment-grade fixed-rate bond market. Includes government and credit securities, agency mortgage pass through securities, asset-backed securities, and commercial mortgage-backed securities.

Barclays Capital Intermediate Government Bond Index

An unmanaged index of securities consisting of all U.S. Treasury and agency securities with remaining maturities of from one to ten years and issue amounts of at least $100 million outstanding.

Barclays Capital Long Government/Credit Bond Index

An unmanaged benchmark representing the long-term, investment grade U.S. bond market.

Barclays Capital 1-3 Year Government/Credit Index

An unmanaged index that represents all U.S. Treasury and agency securities with maturities ranging from 1-3 years.

Barclays Capital U.S. Treasury Inflation-Protected Securities (TIPS) Index

An unmanaged index consisting of the U.S. Treasury Inflation-Protected Securities Market.

Merrill Lynch Global Broad Market ex U.S. Index

Index tracks the performance of investment grade public debt issued in the major domestic and eurobond markets, excluding U.S. dollar.

Merrill Lynch U.S. High Yield Master Cash Pay Only Index

Measures the performance of below investment grade U.S. dollar-denominated corporate bonds publicly issued in the U.S. domestic market.

Morgan Stanley Capital International (MSCI) EAFE Index

An unmanaged index considered representative of the market structure of the developed equity markets in Europe, Australia and the Far East.

Morgan Stanley Capital International (MSCI) Emerging Markets Free Index

An unmanaged index considered representative of stock markets of developing countries.

MSCI AC World Index ex. U.S. Growth

A free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of the 22 developed and the 25 emerging markets and has growth investment style characteristics.

MSCI World Index

An unmanaged index considered representative of stock markets of developed countries.

NAREIT Equity REIT Index

Provides investors with a comprehensive family of REIT performance indices that spans the commercial real estate space across the US economy.

Russell 1000® Index

An unmanaged index of common stocks that measures the performance of the 1,000 largest companies in the Russell 3000 Index, representing approximately 92% of the total market capitalization of the Russell 3000 Index.

Russell 1000® Growth Index

An unmanaged index which contains those Russell 1000 securities (1,000 largest securities in the Russell 3000 Index) with a greater-than-average growth orientation. Securities in this index tend to exhibit higher price-to-book and price-to-earnings ratios, lower dividend yields and higher forecasted growth values than the value universe.

Russell 1000® Value Index

An unmanaged index which contains those Russell 1000 securities (1,000 largest securities in the Russell 3000 Index) with a less-than-average growth orientation. It represents the universe of stocks from which value managers typically select. Securities in this index tend to exhibit lower price-to-book and price-to-earnings ratios, higher dividend yields and lower forecasted growth values than the growth universe.

Russell 2000® Index

An unmanaged index which tracks the performance of the 2000 smallest companies in the Russell 3000 Index, which represents approximately 8% of the total market capitalization of the Russell 3000 Index.

Russell 2000® Value Index

An unmanaged index which measures the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values.

Russell 2500™ Growth Index

An unmanaged index which contains those Russell 2500 securities (the bottom 500 securities in the Russell 1000 Index and all 2,000 securities in the Russell 2000 Index) with a greater-than-average growth orientation. Securities in this index tend to exhibit higher price-to-book and price-earnings ratios, lower dividend yields and higher forecasted growth values than the value universe.

Russell 2500™ Value Index

An unmanaged index which contains those Russell 2500 securities (the bottom 500 securities in the Russell 1000 Index and all 2,000 securities in the Russell 2000 Index) with a less-than-average growth orientation. Securities in this index tend to exhibit lower price-to-book and price-earnings ratios, higher dividend yields and lower forecasted growth values than the growth universe.

Russell 3000® Index

An unmanaged index which measures the performance of the 3,000 largest U.S. companies, based on total market capitalization, which represents approximately 98% of the investable U.S. equity market.

Russell Mid Cap Growth Index

An unmanaged index that measures the performance of those companies among the smallest 800 securities in the Russell 1000 index with higher price-to-book ratios and higher forecasted growth values.

Russell Mid Cap Value Index

An unmanaged index that measures the performance of those companies among the smallest 800 securities in the Russell 1000 index with a less-than-average growth orientation.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.*
Portfolio – IB Shares		(30.37	)%	(1.75	)%	(1.51	)%	8.68	%
All Asset Allocation Index (time-weighted)		(27.28	)	(1.32	)	1.02		7.50
Moderate Allocation Index†		(17.94	)	1.40		2.40		8.22
*	Date of inception 8/1/88
†	In 2008, the Investment Manager revised the Portfolio’s benchmark index to be the All Asset Allocation Index (Time-Weighted), which more closely reflects the market sectors in which the Portfolio invests.
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

On September 9, 2005, the EQ/Enterprise Managed Portfolio was reorganized into the EQ/Enterprise Moderate Allocation Portfolio (now known as the All Asset Allocation Portfolio). Prior to September 9, 2005, the Portfolio invested directly in securities, rather than pursuing a “Fund of Funds” strategy.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (30.37)% for the year ended December 31, 2008. The Portfolio’s benchmark, the All Asset Allocation Index (time-weighted), returned (27.28)% over the same period.

Portfolio Adviser

A team of professionals within the AXA Funds Management Group, a unit of AXA Equitable Life Insurance Company, determines the strategic asset class and underlying fund allocations for the Portfolio. The team is also responsible for the ongoing evaluation and selection of underlying funds and monitoring the overall investment process and performance for the Portfolio.

Portfolio Highlights

For the year ended December 31, 2008

U.S equity markets experienced their worst-performing year since the 1930s, as all sectors of global stock markets finished the year with sizeable declines. The declines accelerated in the fourth quarter of the year, following credit market turmoil that peaked in September with the government bailouts of AIG, Fannie Mae and Freddie Mac and the demise of Lehman Brothers.

The bond market experienced a historic flight to U.S. Treasury bonds, driving yields down across the Treasury yield curve. By year-end, 10-year Treasuries were yielding 2.2%, the lowest in more than a half century. However, high-yield bonds suffered from the flight to quality and their yields increased and prices declined. The “credit spreads” between Treasuries and high-yield bonds of comparable maturity reached record levels.

•

As of December 31, 2008, the Portfolio was invested in 31 underlying EQ Advisors Trust and AXA Premier VIP Portfolios and 10 exchange traded funds (ETFs).

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (24.1%), international bonds (1.4%) and high yield bonds (0.9%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (9.5%), large cap value stocks (10.1%), international stocks (20.2%) and small and mid cap stocks (18.4%).

•

The Portfolio also had 2.8% in real estate and 12.6% in alternative investments.

Since this Portfolio invests directly in underlying Portfolios, all risks associated with the eligible underlying Portfolios apply to the Portfolio. Investing in the All Asset Allocation Portfolio will involve a higher overall cost than if you were to invest directly in their underlying Portfolios.


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/International Core PLUS Portfolio		7.9%
EQ/BlackRock Basic Value Equity Portfolio		7.0
EQ/Long Term Bond Portfolio		5.7
EQ/Large Cap Growth PLUS Portfolio		5.4
Multimanager International Equity Portfolio		4.6
EQ/AXA Rosenberg Long/Short Value Portfolio		4.4
Multimanager Core Bond Portfolio		4.2
EQ/Short Duration Bond Portfolio		4.1
EQ/Large Cap Core PLUS Portfolio		4.1
Multimanager Large Cap Core Equity Portfolio		4.0
Multimanager Large Cap Value Portfolio		3.6
EQ/BlackRock International Value Portfolio		3.5
EQ/GAMCO Small Company Value Portfolio		3.2
EQ/PIMCO Real Return Portfolio		3.1
EQ/Van Kampen Emerging Markets Equity Portfolio		2.8
EQ/GAMCO Mergers & Acquisitions Portfolio		2.7
iShares COMEX Gold Trust		2.6
EQ/Davis New York Venture Portfolio		2.4
EQ/Van Kampen Real Estate Portfolio		2.4
Multimanager Small Cap Growth Portfolio		2.3
EQ/Franklin Small Cap Value Portfolio		2.1
EQ/Marsico Focus Portfolio		2.0
EQ/Boston Advisors Equity Income Portfolio		1.9
Multimanager Mid Cap Value Portfolio		1.7
iShares S&P North American Natural Resources Sector Index Fund		1.6
EQ/Quality Bond PLUS Portfolio		1.5
EQ/Evergreen International Bond Portfolio		1.2
EQ/Money Market Portfolio		1.1
Multimanager High Yield Portfolio		1.0
EQ/Small Company Index Portfolio		0.9
iShares MSCI EAFE Small Cap Index Fund		0.7
iShares S&P Global Energy Sector Index Fund		0.6
Multimanager Mid Cap Growth Portfolio		0.6
iShares Silver Trust		0.5
iShares S&P World ex-U.S. Property Index Fund		0.5
iShares Dow Jones U.S. Oil & Gas Exploration & Production Index Fund		0.5
iShares Dow Jones U.S. Utilities Sector Index Fund		0.4
EQ/Large Cap Value PLUS Portfolio		0.4
iShares JP Morgan USD Emerging Markets Bond Fund		0.3
Multimanager Small Cap Value Portfolio		0.3
iShares S&P Global Clean Energy Index Fund		0.2

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. Also note that the table does not reflect any variable life insurance or variable annuity contract-related feed and expenses, which would increase overall fees and expenses.

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IB
Actual		$	1,000.00	$	741.60	$	1.53
Hypothetical (5% average annual return before expenses)			1,000.00		1,023.38		1.78
*	Expenses are equal to the Portfolio’s Class IB shares annualized expense ratio of 0.35% multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (36.65)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI World Index, returned (38.22)% over the same period.

Portfolio Adviser

•

The EQ/Mutual Shares Portfolio was the largest detractor from performance, underperforming the S&P 500 for the year.

•

The EQ/Templeton Growth Portfolio slightly outperformed its benchmark, the MSCI World Index, during the year.

•

The EQ/Franklin Income Portfolio was the largest contributor to performance, outperforming the S&P 500 for the year due to the Portfolio’s fixed income holdings.

Since this Portfolio invests directly in underlying Portfolios, all risks associated with the eligible underlying Portfolios apply to the Portfolio. Investing in the EQ/Franklin Templeton Founding Strategy Portfolio will involve a higher overall cost than if you were to invest directly in their underlying Portfolios.


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Franklin Income Portfolio		35.3%
EQ/Mutual Shares Portfolio		32.9
EQ/Templeton Growth Portfolio		31.8

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1) transaction costs, including applicable sales charges and redemption fees; and (2) ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	715.60	$	0.00
Hypothetical (5% average annual return before expenses)			1,000.00		1,025.14		0.00
Class IB
Actual			1,000.00		713.30		1.08
Hypothetical (5% average annual return before expenses)			1,000.00		1,023.88		1.27
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.00% and 0.25%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (42.62)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI EAFE Index, returned (43.38)% over the same period.

Portfolio Adviser

A team of professionals within the AXA Funds Management Group, a unit of AXA Equitable Life Insurance Company, determines the strategic asset class and underlying Portfolio allocations for the Portfolio. The team is also responsible for the ongoing evaluation and selection of underlying Exchange Traded Portfolios (“ETFs”) and monitoring the overall investment process and performance for the Portfolio.

Portfolio Highlights

For the year ended December 31, 2008

•

Portfolio underweight positions to Europe, especially the United Kingdom and France, contributed the most to the outperformance. Also, an underweight to Australia contributed positively to performance for the year.

•

An overweight position in Spain added value to the Portfolio for the year.

•

The Portfolio’s underweight position to Japan detracted from performance for the year due to the strength of the yen.

•

The Portfolio’s emerging market exposure, especially in China, hurt performance for the year.


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
iShares MSCI EAFE Index Fund	25.8	%
iShares S&P Europe 350 Index Fund	16.9
iShares MSCI Japan Index Fund	8.6
iShares MSCI Germany Index Fund	7.6
iShares MSCI Emerging Markets Index Fund	7.5
iShares MSCI Italy Index Fund	5.8
iShares MSCI Spain Index Fund	4.2
iShares FTSE/Xinhua China 25 Index Fund	3.9
iShares MSCI France Index Fund	3.9
iShares MSCI Pacific ex-Japan Index Fund	2.7
iShares MSCI Austria Investable Market Index Fund	2.0
iShares MSCI Canada Index Fund	1.5
iShares MSCI Netherlands Investable Market Index Fund	1.5
iShares MSCI BRIC Index Fund	1.2
iShares MSCI Sweden Index Fund	1.2
iShares MSCI Australia Index Fund	1.1
iShares MSCI Belgium Investable Market Index Fund	1.1
iShares MSCI Singapore Index Fund	1.1
iShares S&P Latin America 40 Index Fund	0.7
iShares MSCI Mexico Investable Market Index Fund	0.6
iShares MSCI Turkey Investable Market Index Fund	0.6
iShares MSCI Hong Kong Index Fund	0.4
iShares MSCI Malaysia Index Fund	0.1

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08- 12/31/08
Class IA
Actual		$	1,000.00	$	641.20	$	1.65
Hypothetical (5% average annual return before expenses)			1,000.00		1,023.13		2.03
Class IB
Actual			1,000.00		641.00		2.68
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.87		3.30
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.40% and 0.65%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE RESULTS

LOGO


Total Returns as of 12/31/08

		Since Inception*
Portfolio – IA Shares		(7.35	)%
Portfolio – IB Shares		(7.45	)
Conservative Allocation Index (time-weighted)		(5.31	)
*	Date of inception 1/2/08
Returns for periods less than one year are not annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (7.35)% for the period January 2, 2008 through December 31, 2008. The Portfolio’s benchmark, the Conservative Allocation Index (time-weighted), returned (5.31)% over the same period.

Portfolio Adviser

Portfolio Highlights

For the period January 2, 2008 - December 31, 2008

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (69.3%), international bonds (6.0%), and high yield bonds (5.0%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (5.1%), large cap value stocks (4.9%), international stocks (5.1%) and small and mid cap stocks (4.6%).

Since this Portfolio invests directly in underlying Portfolios, all risks associated with the eligible underlying Portfolios apply to the Portfolio. Investing in the AXA Allocation Portfolios will involve a higher overall cost than if you were to invest directly in their underlying Portfolios.


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Bond Index Portfolio	60.8	%
EQ/Equity 500 Index Portfolio	11.3
EQ/PIMCO Real Return Portfolio	7.0
EQ/Evergreen International Bond Portfolio	6.6
Multimanager High Yield Portfolio	5.5
EQ/International Core PLUS Portfolio	2.9
EQ/Large Cap Core PLUS Portfolio	2.1
EQ/International ETF Portfolio	1.5
EQ/Large Cap Growth PLUS Portfolio	1.2
EQ/Van Kampen Emerging Markets Equity Portfolio	0.9
EQ/Mid Cap Value PLUS Portfolio	0.2

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	938.70	$	0.49
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.63		0.51
Class IB
Actual			1,000.00		938.60		0.97
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.13		1.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 0.20%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE RESULTS

LOGO


Total Returns as of 12/31/08

		Since Inception*
Portfolio – IA Shares		(16.56	)%
Portfolio – IB Shares		(16.65	)
Conservative-Plus Allocation Index (time-weighted)		(14.45	)
*	Date of inception 1/2/08
Returns for periods less than one year are not annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (16.56)% for the period January 2, 2008 through December 31, 2008. The Portfolio’s benchmark, the Conservative-Plus Allocation Index (time-weighted), returned (14.45)% over the same period.

Portfolio Adviser

Portfolio Highlights

For the period January 2, 2008 - December 31, 2008

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (52.8%), international bonds (5.1%), and high yield bonds (3.9%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (8.7%), large cap value stocks (8.3%), international stocks (10.6%) and small and mid cap stocks (10.6%).


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Bond Index Portfolio	44.8	%
EQ/Equity 500 Index Portfolio	17.6
EQ/PIMCO Real Return Portfolio	6.1
EQ/International Core PLUS Portfolio	6.1
EQ/Evergreen International Bond Portfolio	5.6
EQ/Large Cap Core PLUS Portfolio	5.4
Multimanager High Yield Portfolio	4.4
EQ/International ETF Portfolio	3.9
EQ/Small Company Index Portfolio	2.5
EQ/Large Cap Growth PLUS Portfolio	2.0
EQ/Van Kampen Emerging Markets Equity Portfolio	1.2
EQ/Mid Cap Value PLUS Portfolio	0.4

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	861.10	$	0.47
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.63		0.51
Class IB
Actual			1,000.00		860.20		0.94
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.13		1.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 0.20%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE RESULTS

LOGO


Total Returns as of 12/31/08

		Since Incept.*
Portfolio – IA Shares		(21.12)%
Portfolio – IB Shares		(21.20)
Moderate Allocation Index (time-weighted)		(18.99)
*	Date of inception 1/2/08
Returns for periods less than one year are not annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (21.12)% for the period January 2, 2008 through December 31, 2008. The Portfolio’s benchmark, the Moderate Allocation Index (time-weighted), returned (18.99)% over the same period.

Portfolio Adviser

Portfolio Highlights

For the period January 2, 2008 - December 31, 2008

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (44.6%), international bonds (4.0%), and high yield bonds (3.2%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (10.0%), large cap value stocks (9.5%), international stocks (14.3%) and small and mid cap stocks (14.4%).


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Bond Index Portfolio	37.5	%
EQ/Equity 500 Index Portfolio	16.7
EQ/Large Cap Core PLUS Portfolio	10.5
EQ/International Core PLUS Portfolio	7.8
EQ/PIMCO Real Return Portfolio	5.2
EQ/Small Company Index Portfolio	4.9
EQ/International ETF Portfolio	4.6
EQ/Evergreen International Bond Portfolio	4.4
Multimanager High Yield Portfolio	3.6
EQ/Van Kampen Emerging Markets Equity Portfolio	2.4
EQ/Large Cap Growth PLUS Portfolio	2.0
EQ/Mid Cap Value PLUS Portfolio	0.4

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	824.20	$	0.46
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.63		0.51
Class IB
Actual			1,000.00		824.20		0.92
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.13		1.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 0.20%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE RESULTS

LOGO


Total Returns as of 12/31/08
		Since Inception*
Portfolio - IA Shares		(28.32	)%
Portfolio - IB Shares		(28.08	)
Moderate-Plus Allocation Index (time-weighted)		(27.09	)
*	Date of inception 1/2/08
Returns for periods less than one year are not annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (28.32)% for the period January 2, 2008 through December 31, 2008. The Portfolio’s benchmark, the Moderate-Plus Allocation Index (time-weighted), returned (27.09)% over the same period.

Portfolio Adviser

Portfolio Highlights

For the period January 2, 2008 - December 31, 2008

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (30.5%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (13.4%), large cap value stocks (12.9%), international stocks (21.9%) and small and mid cap stocks (21.3%).


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Bond Index Portfolio		28.9%
EQ/Equity 500 Index Portfolio		20.4
EQ/Large Cap Core PLUS Portfolio		17.2
EQ/International Core PLUS Portfolio		13.9
EQ/Small Company Index Portfolio		8.1
EQ/International ETF Portfolio		5.3
EQ/Van Kampen Emerging Markets Equity Portfolio		3.7
EQ/Large Cap Growth PLUS Portfolio		1.8
EQ/Mid Cap Value PLUS Portfolio		0.7

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	769.20	$	0.44
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.63		0.51
Class IB
Actual			1,000.00		767.30		0.89
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.13		1.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 0.20%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE RESULTS

LOGO


Total Returns as of 12/31/08
		Since Inception*
Portfolio - IA Shares		(35.78	)%
Portfolio - IB Shares		(35.85	)
Aggressive Allocation Index (time-weighted)		(34.57	)
*	Date of inception 1/2/08
Returns for periods less than one year are not annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (35.78)% for the period January 2, 2008 through December 31, 2008. The Portfolio’s benchmark, the Aggressive Allocation Index (time-weighted), returned (34.57)% over the same period.

Portfolio Adviser

Portfolio Highlights

For the period January 2, 2008 - December 31, 2008

•

The Portfolio’s fixed income allocation consisted of investment grade bonds (10.8%).

•

The Portfolio’s equity allocation consisted of large cap growth stocks (17.9%), large cap value stocks (17.4%), international stocks (26.7%) and small and mid cap stocks (27.2%).


Portfolio Allocation (as a percentage of Total Investment Companies) As of December 31, 2008
EQ/Equity 500 Index Portfolio	28.2	%
EQ/Large Cap Core PLUS Portfolio	22.6
EQ/International Core PLUS Portfolio	18.1
EQ/Small Company Index Portfolio	9.9
EQ/Bond Index Portfolio	8.7
EQ/International ETF Portfolio	5.9
EQ/Van Kampen Emerging Markets Equity Portfolio	3.9
EQ/Large Cap Growth PLUS Portfolio	2.0
EQ/Mid Cap Value PLUS Portfolio	0.7

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

The second line of the table to the right provides information about hypothetical account values and hypothetical expenses based on the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period 7/1/08- 12/31/08*
Class IA
Actual		$	1,000.00	$	698.00	$	0.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.63		0.51
Class IB
Actual			1,000.00		697.30		0.85
Hypothetical (5% average annual return before expenses)			1,000.00		1,024.13		1.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 0.20%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		(43.67	)%	(4.95	)%	(2.85	)%	10.17	%
Portfolio – IB Shares*		(43.81	)	(5.19	)	(3.10	)	9.93
S&P 500 Index†		(37.00	)	(2.19	)	(1.38	)	10.27
Russell 3000 Index		(37.31	)	(1.95	)	(0.80	)	N/A
*	Investment operations commenced with respect to Class IB shares on October 2, 1996. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
†	In 2008, the Investment Manager revised the Portfolio’s benchmark index to be the Russell 3000 Index, which more closely reflects the market sectors in which the Portfolio invests.
**	Date of inception 1/13/76
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (43.67)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 3000 Index, returned (37.31)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

In the growth component of the Portfolio:

•

During the quarter, the Portfolio benefited from an underweight in the Energy sector as well as an overweight in the Auto and Transportation sectors.

•

On a stock specific level, Continental Airlines was a positive contributor in reaction to the significant decline in energy prices. NASDAQ OMX contributed to performance as the company continued to gain market share in NYSE-listed stocks.

•

Additionally, Celgene, the biotech firm, contributed positively as it continued to see robust sales of Revlimid, used to treat Myelodysplastic Syndrome (MDS) and Multiple Myeloma (MM).

In the value component of the Portfolio:

•

In the value component of the Portfolio, an overweight position in the Consumer Staples sector contributed positively to performance.

•

Select financial names also contributed to performance, including insurer Ace Limited and JPMorgan Chase.

What hurt performance during the year

In the growth component of the Portfolio:

•

In the growth component of the Portfolio, from a sector basis, an overweight position in the Technology sector had the biggest negative impact followed by that of an overweight position in the Financials sector.

•

The largest detraction on a stock-specific basis came from Lehman Brothers. The company was forced to file for bankruptcy in September after it was unable to raise additional capital or sell the firm to insure viability. JDS Uniphase was another poor performer as telecom operators pared discretionary spending on the firm’s high margin test and measurement business.

•

Another underperformer was Fannie Mae, which suffered from investor concern that losses on the existing mortgage portfolio would more than offset the higher margins associated with new mortgage loans.

In the value component of the Portfolio:

•

In the value component, stock selection in the Financials sector detracted from performance due to an underestimation of the severity and abruptness of the downward spiral of mark-to market losses and rating-agency downgrades.

•

Also detracting was an underweight position in both the Utilities and Health Care sectors.

Portfolio Positioning and Outlook

On December 1, 2008, the Portfolio transitioned to an all-cap index Portfolio designed to track the Russell 3000 Index. The Index measures the performance of the largest 3000 U.S. companies and represents approximately 98% of the investable U.S. equity market. AllianceBernstein L.P. will remain as subadvisor to the Portfolio.

It is not possible to invest directly in an unmanaged index such as the Russell 3000 Index.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	15.3	%
Health Care	14.4
Financials	14.3
Energy	12.2
Industrials	11.4
Consumer Staples	11.3
Consumer Discretionary	9.1
Utilities	4.4
Materials	3.4
Telecommunication Services	3.4
Cash and Other	0.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	687.40	$	2.54
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.12		3.05
Class IB
Actual			1,000.00		686.50		3.60
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.86		4.32
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.60% and 0.85%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		3.56	%	3.58	%	4.63	%	5.70	%
Portfolio – IB Shares*		3.19		3.33		4.36		4.88
Barclays Capital Intermediate Government Bond Index		10.43		5.30		5.74		6.55
*	Investment operations commenced with respect to Class IB shares on May 1, 1997. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 4/1/91
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The wholesale flight to safety intensified in the fourth quarter, as evidence mounted that the global economy was entering a recession. The yield on U.S. Treasury bills remained stuck near zero, showing that investors were willing to forgo a return on their investment in exchange for a safe place to park their cash. Government bond yields also hit or neared record lows in many major economies. Spreads on investment-grade corporate bonds shot to peaks unseen since the 1930s, and equity markets extended some of the worst declines on record. Most fixed income sectors deeply underperformed Treasuries for the year.

What hurt performance during the year:

Against this backdrop, the Portfolio’s exposure to Commercial Mortgage-backed Securities (CMBS) proved detrimental to performance.

Additionally, its exposure to non-agency mortgage (Alt-A) held back returns while an underweight position in Treasuries relative to the benchmark contributed negatively to returns.

Portfolio Positioning and Outlook

On January 15, 2009, the Portfolio transitioned to an index strategy and was renamed the EQ/Intermediate Government Bond Index Portfolio. Under the new strategy, the Portfolio will invest at least 80% of its net assets in securities, or instruments that invest in securities that comprise the Barclays Capital Intermediate Government Bond Index. The index consists of a well-diversified portfolio of U.S. Treasury and agency securities with a maximum final maturity of ten years. SSgA Funds Management Group, Inc. (“SSgA FM”) replaced AllianceBernstein L.P. as the subadviser to the portfolio.

It is not possible to invest directly in an unmanaged index such as the Barclays Capital Intermediate Government Bond Index.

This Portfolio is neither guaranteed nor insured by the U.S. Government, the Federal Deposit Insurance Corporation or any other government agency.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		4.4
Weighted Average Coupon (%)		4.7
Weighted Average Modified Duration (Years)*		3.6
Weighted Average Rating		AAA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	85.4	%
Corporate Bonds	7.2
Asset Backed Securities	6.6
Cash and Other	0.8

	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,010.10	$	6.57
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.60		6.60
Class IB
Actual			1,000.00		1,008.10		8.98
Hypothetical (5% average annual return before expenses)			1,000.00		1,016.19		9.02
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.65% and 0.90%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		(50.66	)%	(1.26	)%	(0.65	)%	1.50	%
Portfolio – IB Shares*		(50.83	)	(1.51	)	(0.91	)	1.20
MSCI EAFE Index		(43.38	)	1.66		0.80		3.15
*	Investment operations commenced with respect to Class IB shares on May 1, 1997. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 4/3/95
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (50.66)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI EAFE Index, returned (43.38)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection in the Consumer Staples sector contributed positively to returns.

•

Outperformance by a number of Health Care stocks contributed to positive performance including Teva Pharmaceuticals and Novartis.

•

An overweight position in the Energy sector was additive to returns.

What hurt performance during the year

•

Stock selection in the Financials sector detracted the most from returns, including Portfolio holdings in HBOS.

•

Positions in Xstrata, Mitsubishi and Renault held back performance.

•

An overweight position in the Materials sector put a drag on returns.

Portfolio Positioning and Outlook

The increased volatility and pervasive fear that have driven down markets and the Portfolio’s relative performance over the last year are creating ideal conditions for active management. Unusually, the opportunity does not favor active managers in any one style. To an unprecedented extent, today’s extraordinarily difficult conditions are creating opportunities for both growth and value managers.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	22.4	%
Health Care	10.5
Energy	10.3
Industrials	10.2
Materials	9.4
Consumer Staples	9.1
Consumer Discretionary	8.6
Telecommunication Services	8.0
Utilities	6.9
Information Technology	5.1
Cash and Other	(0.5	)

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	893.60	$	4.00
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.64		4.27
Class IB
Actual			1,000.00		892.60		5.18
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.39		5.52
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.85% and 1.10%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.*
Portfolio – IA Shares		(44.52	)%	(1.96	)%	1.28	%	2.78	%
Portfolio – IB Shares		(44.66	)	(2.20	)	1.02		2.53
Russell 2500 Growth Index		(41.50	)	(2.24	)	0.75		2.72
*	Date of inception 5/1/97.
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (44.52)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 2500 Growth Index, returned (41.50)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Sector allocation was a positive contributor to relative returns. An overweight position to the strongly performing Health Care sector for most of the year and an underweight position to the poorly performing Financials sector in the first half of the year helped relative returns.

•

Stock selection in the Consumer/Commercial Services and Energy sectors was a strong positive contributor.

•

Leading individual stock contributors were Strayer Education, Netflix and Greenhill.

What hurt performance during the year

•

Stock selection in the Industrials, Technology and Health Care sectors was a large negative contributor to relative returns.

•

The Portfolio’s overweight to the poorly performing Energy sector late in the year was a negative contributor.

•

On an individual basis, the largest negative stock contributors included Chicago Bridge & Iron, MF Global and Bucyrus International.

Portfolio Positioning and Outlook

At the end of 2008, economic conditions appear certainly grim. The U.S. led much of the developed world into recession, while emerging-market economies that have powered global growth in recent years, such as China, have slowed sharply. In the manager’s opinion, the scenarios reflected in market valuations—and the comparisons with the Great Depression—are overblown. Excessive pessimism is creating extraordinary opportunities to profit from eventual recovery in the markets and to take advantage of widespread mispricings through active management. While the global economy faces its most challenging environment in decades, the building blocks of an eventual recovery are falling into place. As tempting as it may be for investors to stay on the sidelines until a recovery is clearly under way, history suggests that this would be a mistake. The market has afforded many opportunities to improve the Portfolio by adding good growth companies with strong fundamentals at attractive prices.


Sector Weightings as of 12/31/08	% of Net Assets
Industrials	19.8	%
Health Care	18.2
Information Technology	17.3
Financials	15.0
Consumer Discretionary	14.7
Energy	6.1
Materials	2.5
Utilities	2.2
Consumer Staples	2.0
Telecommunication Services	1.2
Cash and Other	1.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	627.90	$	3.64
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.66		4.52
Class IB
Actual			1,000.00		627.00		4.66
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.41		5.79
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.89% and 1.14%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (38.32)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell Mid Cap Value Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Relative to the benchmark, the Portfolio was overweight in the Information Technology sector where strong stock selection aided performance positively.

•

An overweight position and stock selection in the Industrials sector helped relative performance for the period.

•

On an individual basis, Accenture Ltd., a global management consulting, technology services and outsourcing company, was a leading contributor to positive performance.

•

Other contributors to positive performance were Baxter International, Inc., a global, diversified healthcare company (Health Care sector); City National Corp. (Financials sector); and Clorox Co. (Consumer Staples sector).

What hurt performance during the year

•

A significant overweight position in the Consumer Discretionary sector was the leading detractor from relative performance.

•

An underweight position and stock selection in the Financials sector detracted from relative performance.

•

A significant underweight position in the Utilities sector held back performance.

•

On an individual basis, leading detractors from relative performance included Gannett Co., Inc., a leading international news and information company (Consumer Discretionary sector); Janus Capital Group, Inc., a global investment manager (Financials sector); CB Richard Ellis Group, leading commercial real estate services firm (Financials sector); and, CBS Corp., a leading television broadcasting and production company (Consumer Discretionary sector).

Portfolio Positioning and Outlook

Nobody can accurately predict market bottoms, and stocks can run sooner and higher than most imagine when gloom and doom fill the air. No one knows whether stocks will continue the current run or lose ground again. But the deleveraging and risk aversion that pounded markets across the globe this fall have perhaps done their worst damage. Moreover, stocks remain—even after recent gains—much cheaper than they have been for most of the last quarter century.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Discretionary	26.0	%
Financials	24.0
Health Care	13.0
Information Technology	12.0
Industrials	10.2
Consumer Staples	8.6
Energy	2.1
Cash and Other	4.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	695.70	3.84
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.61	4.57
Class IB
Actual			1,000.00		694.30	4.90
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.36	5.84
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.90% and 1.15%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AXA Rosenberg Investment Management LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(5.43	)%	2.03	%	1.13	%
Portfolio – IB Shares		(5.71	)	1.94		1.05
3-Month Treasury Bill Index		2.06		3.25		3.00
*	Investment operations commenced with respect to Class IA shares on June 15, 2007.
Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees. Returns for periods greater than one year are annualized
**	Date of inception 5/1/03

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (5.71)% for the year ended December 31, 2008. The Portfolio’s benchmark, the 3-Month Treasury Bill Index, returned 2.06% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Contribution from economic risk factor exposures – particularly the Portfolio’s underweight to companies with high leverage and to stocks with high trading activity - was strongly positive for the year.

•

The Consumer Discretionary sector contributed positively to performance. The Portfolio’s overweight position to Dollar Tree and an underweight position to Tiffany & Co due to the shift in retail consumers’ buying patterns to discount stores as the economy slowed and consumer confidence declined.

What hurt performance during the year

•

Contribution from industry exposures and stock selection was negative for the year.

•

Weak stock selection in sectors such as Financials and Industrials hurt performance.

•

In Financials, weak stock selection in Insurance stocks detracted from performance, such as an underweight position in Fidelity National Financial and Philadelphia Consolidated Holding. The stock prices of both went up during the year.

•

In Industrials, overweights in commodities related industries hurt performance, such as United Airlines, AGCO Corp, and Harsco Corp.

Portfolio Positioning and Outlook

The markets for the quarter and for the year have been challenging for active managers, particularly for those focused on earnings. Valuations between companies have expanded and investors have increasingly taken dispersed views on individual company’s earnings and return potential. This increased dispersion of current valuations and future earnings potential provides opportunities for fundamental stock pickers.

The belief that companies with superior future earnings will be rewarded with superior market performance remains the key underpinning of the manager’s investment process. We act on this belief by investing in companies with higher expected future earnings (per dollar invested) than those of their peers. Unfortunately, 2008 was marked by emotion-driven investor sentiment, which rotated dramatically due to market uncertainty, putting extreme pressure on the link between earnings and stock price appreciation. In our opinion, we believe that investors will ultimately have to reconcile the prices paid for stocks with the earnings they generate.


Sector Weightings (Long Positions) as of 12/31/08	% of Net Assets
Information Technology	25.9	%
Consumer Discretionary	18.4
Industrials	14.6
Health Care	10.8
Energy	6.8
Financials	6.2
Materials	4.7
Consumer Staples	3.5
Utilities	3.0
Telecommunication Services	2.1
Cash and Other	4.0

Total	100.0	%


Sector Weightings (Short Positions) as of 12/31/08	% of Investments
Industrials	19.0	%
Information Technology	17.1
Consumer Discretionary	15.4
Financials	13.3
Materials	11.7
Energy	10.1
Health Care	8.4
Utilities	2.9
Telecommunication Services	1.6
Consumer Staples	0.5

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	913.40	$	16.11
Hypothetical (5% average annual return before expenses)			1,000.00		1,008.30		16.91
Class IB
Actual			1,000.00		911.50		17.54
Hypothetical (5% average annual return before expenses)			1,000.00		1,006.79		18.41
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratio of 3.35% and 3.65%, respectively, (which includes dividend expense) multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø BlackRock Investment Management LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Year		Since Incept.**
Portfolio – IA Shares*		(36.36	)%	(2.19	)%	3.26	%	5.16	%
Portfolio – IB Shares		(36.55	)	(2.45	)	3.09		5.02
Russell 1000 Value Index		(36.85	)	(0.79	)	1.36		4.54
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized.

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (36.36)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Favorable stock selection and an overweight in the Pharmaceuticals and Equipment & Services segments of the Health Care sector benefited performance during the reporting period led by shares of Bristol-Myers Squibb Co. and Wyeth.

•

An underweight in diversified services and mortgage-related companies within the Financials sector aided comparative results. On an individual-stock basis, the Portfolio’s position in Travelers Cos. proved advantageous, as did reduced weightings in Citigroup Inc. and Wachovia Corp.

•

Within the Energy sector, favorable stock selection had a positive impact on Portfolio returns as shares of Exxon Mobil Corp. advanced during the reporting period.

•

Underweighting the Industrials sector, most notably industrial conglomerates such as General Electric Co., contributed positively.

•

In the Consumer Staples sector, the combination of stock selection and allocation decision benefited relative performance.

•

Results generated from successful stock selection in Telecommunication Services more than offset disappointing results derived from underweighting the sector.

What hurt performance during the year

•

Detracting from the Portfolio’s performance over the year was the combination of stock selection and an overall overweight positioning in the Information Technology sector, where Fairchild Semiconductor International Inc. and Micron Technology Inc. were particularly weak performers.

•

Stock selection was disappointing within the Materials sector as performance of Alcoa Inc. did not produce the results anticipated.

•

In the Consumer Discretionary sector, the combination of stock selection and an underweight, most notably in specialty retailers and, hotels and leisure related companies (e.g. The Home Depot Inc. and McDonald’s Corp.), had a negative impact on performance.

•

Underweighting the Utilities sector proved unfavorable as well.

Portfolio Positioning and Outlook

At year-end, the Portfolio was overweight in Information Technology, Energy and Health Care, and underweight in Financials, Industrials, Utilities and Consumer Discretionary. The Portfolio was neutral in the Consumer Staples, Materials and Telecommunication Services sectors.

The economy quickly caught up with the financial sector meltdown experienced at the beginning of 2008, firmly pushing the US into a recession. During the last six months, many financial institutions disappeared from the landscape, were acquired by major bank corporations, or were bailed out by the government. The speed at which all this occurred led the financial system down a path of destructive self-fulfilling panic selling and a stampede from risk. In our opinion, this sequence of events has created an opportunity to profit as an eventual economic recovery assuages the current bubble of investor fear.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	15.7	%
Health Care	15.5
Financials	13.4
Energy	13.0
Consumer Staples	11.8
Industrials	7.1
Telecommunication Services	7.0
Consumer Discretionary	6.7
Materials	3.2
Utilities	3.0
Cash and Other	3.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	726.40	$	2.99
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.67		3.51
Class IB
Actual			1,000.00		725.50		4.08
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.41		4.77
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.69% and 0.94%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø BlackRock Investment Management International Limited

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Year		Since Incept.**
Portfolio – IA Shares*		(42.97	)%	1.52	%	2.45	%	4.48	%
Portfolio – IB Shares		(43.15	)	1.26		2.27		4.33
MSCI EAFE Index		(43.38	)	1.66		0.80		2.52
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (42.97)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI EAFE Index, returned (43.38)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

During the period, sector allocation was the primary driver of returns. The Portfolio benefited from taking profits in the Materials and Energy sectors at the end of the second quarter of 2008, and re-investing some of the proceeds into the Health Care and Consumer Staples sectors.

•

The Portfolio’s underweight stance in the Financials sector, especially banks, was beneficial to performance.

•

The best-performing stocks within the Portfolio were mainly large-cap, defensive names, and included holdings in Consumer Staples, Telecommunication Services and Pharmaceuticals. Selected holdings within the Insurance and Materials sectors proved advantageous as well.

What hurt performance during the year

•

The Portfolio’s regional allocation was marginally negative, with modest exposure to emerging markets detracting from performance.

•

Stock selection within the Banking sector was the main detractor from performance, as a number of holdings underperformed on fears of a renewed worsening of the credit cycle.

•

Stock selection within the Utilities sector also disappointed, as power utilities were negatively affected by falling oil prices.

•

Selected holdings in the Materials sector hampered Portfolio performance. Within the Consumer Discretionary sector, the Portfolio’s exposure to automobiles proved unfavorable.

Portfolio Positioning and Outlook

At the end of the year, the Portfolio was overweight relative to the benchmark in the Financials sector, mainly through an overweight in Insurance, while underweight in Banks. The Portfolio was also overweight in the Telecommunication Services sector. By contrast, at year-end, the Portfolio was underweight in both the Consumer Staples and Consumer Discretionary sectors, as well as in the Utilities sector. At the regional level, the Portfolio was underweight in Europe, and overweight in Japan, Asia and selected emerging markets as the year closed.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	25.6	%
Industrials	10.9
Health Care	10.1
Telecommunication Services	8.9
Energy	8.6
Materials	8.4
Consumer Discretionary	8.3
Consumer Staples	7.8
Utilities	5.3
Information Technology	4.0
Cash and Other	2.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	647.60	$	4.18
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.06		5.13
Class IB
Actual			1,000.00		646.80		5.22
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.80		6.39
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.01% and 1.26%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		5.49	%	3.81	%	4.74	%	6.90	%
Portfolio – IB Shares *		5.32		3.57		4.42		6.29
Barclays Capital Aggregate Bond Index		5.24		4.65		5.63		8.19
*	Date of inception 6/20/05. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 3/1/85
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Standish Mellon Asset Management Company LLC as the subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned 5.49% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital Aggregate Bond Index, returned 5.24% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

Fixed Income Highlights

•

Maintaining the index structure as closely as possible

•

Higher quality bonds such as Aaa significantly outperformed their lower quality counterparts such a Baa rated securities.

•

Longer maturity bonds also performed relatively better than shorter maturity ones, as the Federal Reserve cut the Fed fund rate from 4.25% at the beginning of 2008 to 0.25% at its December 16, 2008 meeting. Yield on government securities, as a result, has dropped across maturity segments.

•

As the financial crisis intensifies, U.S. Treasury securities were the largest beneficiary of the so called flight to quality by investors seeking safe investments. The longer the maturity, the better the return. This was consistent with the aforementioned performance by maturity segments.

•

The spread sectors, in general, have underperformed the Treasury. Outside Treasury, the Government-related issues excluding the U.S. Mortgage Backed Securities (MBS) were the second best performer in the benchmark followed by U.S. MBS.

•

Prior to the Federal Government placing Fannie Mae and Freddie Mac into conservatorship on September 7, 2008, the spread between securities issued by these agencies and the Treasury had widened to its historical high. Since then, the spread has come down significantly, as has performance.

•

The U.S. corporate sector has performed poorly relatively to the benchmark return during the year. Financial institutions’ issues were the worst performer in this sector.

•

Within the securitized area, Home Equity Asset-backed securities and Commercial Mortgage backed securities were the two worst performers.

Portfolio Positioning and Outlook

We will continue to structure this index portfolio in Quality and Duration, as well as Sector diversification to follow as closely as possible, the characteristics of the Barclays Capital Aggregate Bond Index Benchmark, without taking on the additional risk typical of an actively managed account.

It is not possible to invest directly in an unmanaged index such as the Barclays Capital Aggregate Bond Index.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		5.3
Weighted Average Coupon (%)		5.2
Weighted Average Modified Duration (Years)*		3.7
Weighted Average Rating		AA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	72.3	%
Corporate Bonds	19.4
Asset-Backed and Mortgage-Backed Securities	4.8
Foreign Government Securities	2.7
Cash and Other	0.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,044.60	$	2.31
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.87		2.29
Class IB
Actual			1,000.00		1,043.90		3.60
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.62		3.56
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.45% and 0.70%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Boston Advisors, LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.*
Portfolio – IA Shares**		(32.11	)%	0.58	%	1.10	%	1.27	%
Portfolio – IB Shares		(32.34	)	0.36		0.99		1.16
Russell 1000 Value Index		(36.85	)	(0.79	)	1.36		1.67
*	Date of inception 12/1/98
**	Date of inception 12/13/04. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (32.11)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Significant positions in large international pharmaceutical companies buoyed the Portfolio. Shares of Bristol-Myers Pfizer and Wyeth all performed well during the year. The Health Care sector managed a respectable return for the year, widely outpacing the broader market.

•

Purchasing Corn Products, after it bottomed out on the news that its planned merger with Bunge Ltd. was being called off, added significant value. After the initial purchase, CPO moved upward by the end of the year. In general, the Consumer Staples sector performed very well, falling approximately only half of the broad market’s decline.

•

Additions to the Financials sector toward the end of the year, after underweighting the sector during the year, proved helpful. Purchasing Ameriprise Financial, Douglas Emmit and small life insurer Protective Life saw subsequent stock price rallies up to the end of the year. Also, an overweight of high quality insurers added significant value – specifically Chubb, Travelers, PartnerRe and Axis Capital proved solid havens in a rough financial storm.

•

A position in McDonalds helped fatten the portfolio. McDonald’s common stock was one of only two Dow Jones Industrial Stocks to end 2008 with a positive stock price return.

What hurt performance during the year

•

The Industrials sector proved highly susceptible to slowing economic expectations and a falling market. A disproportionate amount of loss for the size of the sector was realized. Leading the way down was blue chip company General Electric falling from $38 per share in March to $16 at year’s close.

•

The Financials sector reacted predictably to the credit crunch and economic slowdown as shares of all the major financial blue chips fell significantly. As an equity income investor, the Portfolio has broad representation, including holdings of JP Morgan, Bank of America, and Wells Fargo, all of which fell substantially.

Portfolio Positioning and Outlook

At the end of the year, there were six consecutive quarters of negative performance behind us. Valuations appeared to be at long-time lows and investor sentiment at historically negative levels. Most people who desire to sell have done so. We believe large amounts of cash are invested in money funds with impossibly low yields, waiting to be invested in longer duration assets.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	22.6	%
Energy	18.7
Health Care	13.5
Industrials	9.1
Consumer Discretionary	8.6
Consumer Staples	7.6
Telecommunication Services	6.5
Utilities	6.1
Materials	3.4
Information Technology	2.2
Cash and Other	1.7

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	777.60	$	3.57
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.11		4.06
Class IB
Actual			1,000.00		776.00		4.69
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.80% and 1.05%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (45.10)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

A relative overweight position in the Health Care sector contributed to performance on a positive basis.

•

The leading contributors to positive relative performance during the period all came from the Health Care sector. These included: Amgen Inc., a biotechnology pioneer; Gilead Sciences, Inc., a biopharmaceutical company; and, Bristol Myers Squibb Co., another global biopharmaceutical company.

What hurt performance during the year

•

The Portfolio’s greatest relative underperformance came from weak stock selection in the Information Technology sector.

•

A significant underweight position in the Consumer Staples sector relative to the benchmark was a negative for performance.

•

A relative underweight position with poor stock selection in the Industrials sector held back the Portfolio’s performance.

•

On an individual basis, some of the leading detractors from relative performance included Hartford Financial Services Group, Inc. (Financials sector); Chesapeake Energy Corp. (Energy sector); and, Garmin, Ltd. (Consumer Discretionary sector).

•

Not holding Wal-Mart Stores, Inc., while the benchmark did, also detracted from performance.

Portfolio Positioning and Outlook

When the market and a particular investment vehicle are down so far in such a short period of time, it’s easy for shareholders to become frustrated and lose sight of the long term investment perspective. It is important to reassure and educate investors about not assigning so much weight to the daily and even quarterly returns. It is also important to try to remain focused on the relative not the absolute performance numbers.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	30.2	%
Health Care	28.3
Financials	10.7
Consumer Discretionary	7.5
Industrials	6.9
Energy	5.1
Consumer Staples	3.1
Materials	2.6
Telecommunication Services	2.1
Utilities	1.9
Cash and Other	1.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	644.30	$	3.39
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.01		4.17
Class IB
Actual			1,000.00		643.70		4.46
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.71		5.48
*	Expenses are equal to the Portfoio’s Class IA and Class IB shares annualized expense ratios of 0.82% and 1.08%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Capital Guardian Trust Company

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(40.24	)%	(5.38	)%	(5.60	)%	(0.39	)%
Portfolio – IB Shares		(40.38	)	(5.62	)	(5.74	)	(0.52	)
Russell 1000 Growth Index		(38.44	)	(3.42	)	(4.27	)	0.76
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to remove the effect of the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (40.24)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s overweight position and particularly stock selection in the Health Care sector benefited returns.

•

An underweight in the Energy sector helped the Portfolio’s overall results as the sector was down 50% for the year.

•

The Portfolio’s largest individual contributors to relative results were in the Health Care sector as ImClone Systems, Genentech and Millennium Pharmaceuticals were all involved in buyout deals.

What hurt performance during the year

•

An underestimation of the severity of the financial crisis and the extent to which companies with strong balance sheets were vulnerable. The Portfolio’s underweight position and stock selection in the Consumer Staples sector was a negative in terms of relative returns.

•

The choice of Consumer Discretionary and Information Technology stocks detracted from the Portfolio’s performance.

•

The biggest individual detractor to relative returns was Las Vegas Sands, which declined along with the broader economic environment and then tumbled at the end of the year as the company scrambled for additional financing. In addition, VeriFone Holdings slumped on a weak outlook and the Portfolio’s large position in Google hampered results as the economic outlook dimmed.

Portfolio Positioning and Outlook

The U.S. economy is likely undergoing the worst recession in recent memory. In some ways, the situation may appear to be improving; companies are acknowledging pressures through cutting costs and restructuring, and the Federal government has taken extraordinary measures to address the credit and economic crises. One concern is that the full impact of the recession may not be felt until more data is recognized over the medium term, including unemployment figures that could reach into the double digits. Housing, the underlying cause of U.S. economic weakness, has shown few signs of stabilizing and visibility into corporate earnings in this environment is poor. We have taken advantage of lower stock prices to invest in companies with strong balance sheets and free cash flow, and which we believe will survive this period and be able to grow organically.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	24.8	%
Health Care	18.5
Industrials	14.3
Consumer Discretionary	12.3
Financials	8.6
Consumer Staples	6.3
Energy	3.7
Materials	2.7
Telecommunication Services	2.2
Utilities	0.4
Cash and Other	6.2

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	669.90	$	2.94
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.62		3.56
Class IB
Actual			1,000.00		669.60		3.99
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.36		4.82
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.70% and 0.95%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Capital Guardian Trust Company

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(39.50	)%	(3.91	)%	(1.05	)%
Portfolio – IB Shares		(39.62	)	(4.15	)	(1.19	)
S&P 500 Index		(37.00	)	(2.19	)	(2.31	)
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/99
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (39.50)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The selection of Materials stocks was helpful. Portfolio holding Barrick Gold benefited as the price of gold increased.

•

The Portfolio’s greater-than-benchmark exposure to the Health Care sector also aided overall results. Health Care companies such as biotech firms Genentech, ImClone and Millennium Pharmaceuticals, which received a takeover bid from Takeda Pharmaceuticals of Japan, were beneficial to performance.

•

The choice of Industrials also helped Portfolio results.

What hurt performance during the year

•

Stock selection in Information Technology negatively impacted results. Individual portfolio detractors included Flextronics, VeriFone, Seagate Technology and Google.

•

The choice of Consumer Staples and Consumer Discretionary detracted from relative returns. Being underweight Wal-Mart hurt the portfolio as did owning Las Vegas Sands, which declined along with the broader economy.

•

The selection of Energy companies and being underweight the sector was also a drag on results; Exxon Mobil faltered as the price of oil sank.

Portfolio Positioning and Outlook


Sector Weightings as of 12/31/08	% of Net Assets
Health Care	17.3	%
Industrials	13.6
Financials	13.5
Information Technology	12.8
Consumer Staples	11.6
Energy	10.1
Consumer Discretionary	7.4
Materials	5.0
Telecommunication Services	4.7
Utilities	1.9
Cash and Other	2.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	678.90	$	2.95
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.62		3.56
Class IB
Actual			1,000.00		678.60		4.01
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.36		4.82
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.70% and 0.95%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (19.08)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Merrill Lynch U.S. High Yield Master Cash Pay Only Index, returned (26.21)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Underweighting the Automotive, Building Construction Financial, and Gaming sectors aided performance.

•

The Portfolio was underweight the triple-C portion of the market, which underperformed the market.

•

Key overweights in the Portfolio included Intelsat, short duration Ford Motor Credit and Intergen contributed to relative performance.

What hurt performance during the year

•

The underweighting of BB credits with a strong correlation to the longer portion of the US Treasury curve was detrimental to performance.

•

No exposure to GMAC, which was bailed out by the U.S. government just ahead of year-end, leading to 30 to 40 point gains in the bonds for the month of December, which put a drag on performance.

Portfolio Positioning and Outlook

At the end of the year, we believe credit fundamentals are poor and unlikely to improve in the near term. We have been considering noncyclical issues and credits that we believe have staying power, i.e. decent cash flows versus cash requirements and lack of near term amortizations. As credits become fully valued, we may look to add new names at attractive prices to the Portfolio. We believe that many of these opportunities may come from the “fallen angels”, former investment grade issues that have been downgraded mostly due to economic conditions.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		6.4
Weighted Average Coupon (%)		7.5
Weighted Average Modified Duration (Years)*		4.2
Weighted Average Rating		B+
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
Corporate Bonds	90.3	%
Convertible Bonds	0.5
Equities & Warrants	0.1
Cash and Other	9.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IB
Actual		$	1,000.00	$	809.20	$	4.59
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.06		5.13
*	Expenses are equal to the Portfolio’s Class IB shares annualized expense ratio of 1.01% multiplied by the average account value over the period, multiplied by 184/ 366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (39.11)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Although all sectors declined during the final quarter of the year, the Financials, Industrials and Materials sectors contributed to performance relative to the benchmark.

•

Individual contributors in absolute terms included Nipponkoa Insurance, Schering-Plough, Wachovia, UnitedHealth Group and Iron Mountain.

What hurt performance during the year

•

Energy, Telecommunications and Health Care sectors were the largest relative detractors from performance during the quarter.

•

Individual detractors in absolute terms included American Express, JPMorgan Chase, ConocoPhillips, Berkshire Hathaway and Devon energy.

Portfolio Positioning and Outlook

The year 2008 was a particularly turbulent one in the equity and credit markets. By all accounts, we are traversing one of the most challenging times in many individuals’ lives. To put the market’s recent performance into some meaningful context, we distinguish between security prices and intrinsic business values. Security prices reflect what a buyer is willing to pay for a given business today, and those prices declined substantially last year. Incorporated in those prices, among other factors, is the market’s prevailing sentiment, which can vacillate from extreme optimism to extreme pessimism. Today, we are living through a time of such fear that indiscriminate selling is driving down prices for companies that have strong balance sheets, generate annual profits in the billions of dollars and enjoy favorable long-term growth prospects.

As long-term investors, we seek to be realists, not optimists or pessimists. We believe that one realistic perspective is that the principles of value investing hold even in markets when returns are poor. Second, we believe that a rational approach of investing in well-managed, durable businesses with attractive reinvestment rates has proven an effective method for compounding capital over long holding periods, and that fact has not changed in spite of bear markets, extreme price volatility, credit crunches, recessions, and so forth.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	27.7	%
Energy	15.9
Consumer Staples	14.6
Consumer Discretionary	10.2
Information Technology	8.2
Health Care	5.1
Industrials	4.6
Materials	4.2
Utilities	0.4
Telecommunication Services	0.1
Cash and Other	9.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period 7/1/08 - 12/31/08*
Class IA
Actual		$	1,000.00	$	690.10	$	4.29
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.06		5.13
Class IB
Actual			1,000.00		689.10		5.35
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.80		6.39
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.01% and 1.26%, respectively, multiplied by 184/366 (to reflect the one- half year period for the hypothetical example).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		(37.16	)%	(2.47	)%	(1.69	)%	6.13	%
Portfolio – IB Shares*		(37.32	)	(2.72	)	(1.94	)	5.87
S&P 500 Index		(37.00	)	(2.19	)	(1.38	)	6.53
*	Investment operations commenced with respect to Class IB shares on May 1, 1997. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees
**	Date of inception 3/1/94
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (37.16)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

On a sector basis, the leading contributors to relative performance versus the benchmark, included the Utilities, Telecommunications Services, Materials, Consumer Staples and Consumer Discretionary sectors.

•

On an individual stock basis, leading contributors to relative performance included Wal-Mart Stores, Inc., Anheuser Busch Cos., Amgen, McDonalds Corp., and Wrigley Wm. Jr. Co.

What hurt performance during the year

•

On a sector basis, detractors from relative performance were the Financials, Information Technology, Energy, Industrials and Health Care sectors.

•

On an individual stock basis, leading detractors from relative performance included General Electric Co., American International Group, Microsoft Corp., BankAmerica Corp. and Citigroup, Inc.

Portfolio Positioning and Outlook

The Portfolio will continue to attempt to meet its performance objective by approximating the investment return of the underlying index, the S&P 500 Index.

It is not possible to invest directly in an unmanaged index such as the S&P 500.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	15.2	%
Health Care	14.6
Energy	13.2
Financials	13.1
Consumer Staples	12.8
Industrials	11.0
Consumer Discretionary	8.3
Utilities	4.2
Telecommunication Services	3.8
Materials	3.0
Cash and Other	0.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	714.80	$	1.68
Hypothetical (5% average annual return before expenses)			1,000.00		1,023.18		1.98
Class IB
Actual			1,000.00		713.80		2.76
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.92		3.25
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.39% and 0.64%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned 6.73% for the year ended December 31, 2008. The Portfolio’s benchmark, the Merrill Lynch Global Broad Market ex U.S. Index, returned 4.38% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Overweight allocations to the bond markets of Australia, New Zealand, Sweden, Korea and the United Kingdom contributed to performance, as did the Portfolio’s underweight to the Japanese bond market.

•

The Portfolio’s bias toward quality credit and small exposure to the inflation-linked sector also added value, as did a move later in the year to a longer-duration bias.

•

The Portfolio’s overweight currency allocation to the Japanese Yen via hedging all of the Portfolio’s Australian Dollar, New Zealand Dollar, U.K. Pound and some Euro currency exposure added significantly to performance, particularly during October, as did a small hedge back to the U.S. Dollar during July and August.

What hurt performance during the year

•

The Portfolio’s remaining exposure to the high yield sector detracted from value, as did allocations to the currencies of Korea, Mexico, Norway and Sweden.

Portfolio Positioning and Outlook

Government action around the world continues to restore some stability to markets, but this will take time. Although LIBOR rates are coming down toward sovereign borrowing levels, a look at spreads on all types of credit product tells us that this accommodation is not yet filtering down to the ‘real economy’. Therefore, credit remains expensive and rationed.

The problems in the Real Estate and Financial sectors remain and will take a long time to resolve. The major economies of the United States, Euro-zone, Japan and the United Kingdom appear to have the least growth prospects and may likely suffer the most. Allowing for the forecast level of inflation in 2009, ‘real yields’ on 10-year government bonds can be justified. However, the level of supply will have a counter effect as the year progresses.

Of the world’s major bond markets, the United States and Europe look, in our opinion, to be of better value than those in Asia. Monitoring interactions between U.S. Treasuries, Euro (Bunds) and U.K. Gilts as the markets play catch-up may provide a useful source of value-add. Spreads on corporate and high yield bonds were attractive at year-end. We believe that selective exposure here may be rewarded by the yield. Selective emerging market sovereign debt, in our opinion, may be of good value and in places, we believe, has potential to narrow.


Portfolio Characteristics As of December 31, 2008
Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		9.0
Weighted Average Coupon		4.7
Weighted Average Modified Duration (Years)*		6.4
Weighted Average Rating		AA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
Distribution of Assets by Sector as of 12/31/08	% of Net Assets
Foreign Government Securities	63.1	%
Corporate Bonds	27.8
Cash and Other	9.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,023.60	$	4.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.76		4.42
Class IB
Actual			1,000.00		1,022.30		5.69
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.51		5.69
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.87% and 1.12%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Evergreen Investment Management Company, LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(27.43	)%	(0.78	)%	(2.04	)%
Portfolio – IB Shares		(27.63	)	(1.04	)	(2.19	)
Russell 1000 Growth Index		(38.44	)	(3.42	)	(4.27	)
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees
**	Date of inception 1/1/99
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (27.43)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s outperformance relative to its benchmark during the period was primarily driven by stock selection in the Information Technology, Health Care and Industrials sectors.

•

In Information Technology, the Portfolio’s new Bankrate position and long-term holdings Altera, QUALCOMM and Oracle were major contributors. Amgen, Novartis and Biogen in Health Care; Apollo in Consumer Discretionary; Wal-Mart in Consumer Staples, UPS in Industrials and Marsh & McLennan in Financials were major outperformers.

What hurt performance during the year

•

On an individual security basis, major detractors from performance included Legg Mason, Amazon, Google and Blue Nile. The Portfolio increased its positions in Google, Blue Nile and Legg Mason.

Portfolio Positioning and Outlook

At year’s end, the Portfolio had overweight positions in Technology, Health Care and Consumer Discretionary names. The Portfolio was underweight in Energy, Materials and Industrials. A byproduct of a commitment to long-term investing has been a relatively low portfolio turnover ratio. At the end of 2008, the portfolio turnover ratio was 49%, higher than last year as the manager sought to take advantage of perceived bargains in the market. While shifting market conditions may warrant additional transactions, we are committed to a philosophy of investing for the long term.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	36.7	%
Health Care	22.8
Consumer Discretionary	15.1
Energy	6.9
Consumer Staples	6.4
Industrials	6.0
Financials	4.8
Cash and Other	1.3

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	798.70	$	4.07
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.61		4.57
Class IB
Actual			1,000.00		797.50		5.20
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.36		5.84
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.90% and 1.15%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Franklin Advisers, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		Since Incept.*
Portfolio – IA Shares		(31.65	)%	(12.65	)%
Portfolio – IB Shares		(31.83	)	(12.89	)
S&P 500 Index		(37.00	)	(13.45	)
Barclays Capital Aggregate Bond Index		5.24		6.28
*	Date of inception 9/15/06
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (31.65)% for the year ended December 31, 2008. The Portfolio’s benchmarks, the S&P 500 Index and the Barclays Capital Aggregate Bond Index, returned (37.00)% and 5.24%, respectively, over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Wells Fargo was an exception in the financial sector and helped performance as its share price rose due to the perceived strength of the company’s position relative to competitors and ability to gain market share in customer deposits.

•

Energy sector holding Halliburton also gained during the first half of the year due to strong commodity price gains and presented the Portfolio with the opportunity for profit-taking.

•

In addition, some Health Care equity holdings contributed to the Portfolio’s performance including Johnson & Johnson and Mylan.

•

Although bond prices remained highly volatile throughout the second half of the year, the Portfolio’s Auto Finance Company fixed income holdings in General Motors Acceptance Corp. (GMAC) and Ford Motor Credit Co. benefited performance as government efforts to help alleviate the credit crunch improved these companies’ access to capital.

What hurt performance during the year

•

Financial equity holdings generally detracted from the Portfolio’s performance as the sector fared worse than other sectors. Some holdings significantly hurt performance even where we held securities higher in the capital structure such as Lehman Brothers Holdings convertible preferred stock and Fannie Mae and Freddie Mac preferred stocks.

•

Significant commodity price declines in the second half of 2008, particularly for oil, negatively impacted stock holdings in Canadian Oil Sands Trust and ConocoPhillips.

•

Investment-grade and noninvestment-grade corporate bonds suffered from severe spread widening due to the credit crisis and weakening economic conditions during the year. Following the collapse of investment bank, Lehman Brothers, corporate bond prices fell sharply and investors sought the safety of U.S. Treasury securities causing their yields to fall to extremely low levels.

•

Additionally, highly leveraged companies, including Charter Communications and R.H. Donnelly, hurt performance as the credit crisis raised investors’ concerns regarding the companies’ ability to access capital markets.

Portfolio Positioning and Outlook

Given the unprecedented level of financial market distress, particularly since the events in September 2008, we have sought investment opportunities consistent with the investment objective that we believe may take advantage of dislocations present in the credit markets. We seek to invest in bonds and stocks of companies we consider undervalued or out of favor and identify individual companies that we believe have the potential for income today and significant growth tomorrow.


Distribution of Assets by Sector	% of
as of 12/31/08	Net Assets
Corporate Bonds	55.1	%
Common Stocks	28.0
Preferred Stocks	3.7
Convertible Bonds	0.9
Cash and Other	12.3

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	718.40	$	4.54
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
Class IB
Actual			1,000.00		717.30		5.61
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.60		6.60
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.05% and 1.30%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (33.28)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 2500 Value Index, returned (31.99)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

On an individual security basis, insurance companies IPC Holdings, RLI and Montpelier Re Holdings were among top contributors to performance, as was insurance brokerage company Authur J. Gallagher & Co.

•

Industrials sector holdings EMCOR Group, Genesee & Wyoming, and Simpson Manufacturing helped results.

•

Commercial bank Chemical Financial and airline SkyWest contributed to returns.

•

The Portfolio’s best performing stocks on a contribution-to-return basis were led by SkyWest Inc., the world’s largest independently owned regional airline; IPC Holdings Ltd., a property catastrophe reinsurer; and EMCOR Group Inc., a specialty construction company.

What hurt performance during the year

•

The Consumer Discretionary sector hindered results, due in part to Zale, Regis, Brunswick, Thor Industries, Monaco Coach, La-Z Boy and Hooker Furniture, which fell in value during the year.

•

Industrial sector holding Mine Safety Appliances detracted from results, as did Materials sector holding Reliance Steel & Aluminum.

•

Energy sector holding Helix Energy Solutions Group hurt performance.

•

Detractors were led by holdings in the Consumer Discretionary sector such as Zale Corp., a jewelry retailer; La-Z-Boy Inc., a manufacturer of residential furniture; and Regis Corp., a hair salon operator.

Portfolio Positioning and Outlook

The Portfolio normally invests at least 80% of its assets in investments of small capitalization companies, primarily in equity securities. At the end of the year, the Portfolio’s largest sector concentration was in Industrials, followed by Financials and Consumer Discretionary.

Within a constantly changing market environment we believe our value investment philosophy can provide shareholders with a portfolio of well-managed companies with strong balance sheets and attractive prices. We urge investors to keep a long-term perspective to guard against overly emotional short-term investment decisions. We seek to invest in small cap companies that we believe are selling below their underlying worth. Our strategy is to hold a portfolio of fundamentally sound companies purchased at what we consider attractive prices, often when they are out of favor with other investors.


Sector Weightings as of 12/31/08	% of Net Assets
Industrials	30.7	%
Financials	18.4
Consumer Discretionary	16.9
Materials	10.1
Energy	7.8
Information Technology	5.3
Utilities	2.9
Health Care	2.0
Consumer Staples	1.3
Cash and Other	4.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	724.60	$	4.55
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
Class IB
Actual			1,000.00		723.60		6.28
Hypothetical (5% average annual return before expenses)			1,000.00		1,017.85		7.35
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.05% and 1.45%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PORTFOLIO ADVISER

Ø GAMCO Asset Management, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1		5		Since
		Year		Years		Incept.**
Portfolio – IA Shares*		(13.62	)%	2.03	%	3.64	%
Portfolio – IB Shares		(13.83	)	1.94		3.56
S&P 500 Index		(37.00	)	(2.19	)	1.69
*	Investment operations commenced with respect to Class IA shares on June 8, 2007. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/03
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (13.83)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The potential deals portion of the Portfolio scored two wins with CSK Auto, which was bought by O’Reilly Automotive, and Alpharma, which was acquired by King Pharmaceuticals.

•

The Portfolio earned attractive returns in the highest quality deals such as Choice Point, Safeco, Wrigley, and Anheuser Busch.

•

Many of the best “winners” for the year were announced deals the market unjustly punished, enabling the Portfolio to buy stocks far below deal prices and realizing gains as the transactions were completed.

What hurt performance during the year

•

In the potential deals portion, Consumer Discretionary stocks performed poorly as food, fuel and housing woes continued to pinch gloomy consumers.

•

Media stocks were among the worst potential deal performers as consumer weakness translates into lower advertising dollars.

•

Yahoo fell as it was not able to negotiate a satisfactory deal with Microsoft.

Portfolio Positioning and Outlook

At the end of 2008, we believe there are opportunities for deal activity and arbitrage returns. In addition to wider deal spreads, there is also a reduced number of players in the risk arbitrage space. Factors that we believe may continue to drive mergers include globalization, particularly the increased importance of China, India and Asia in the global marketplace, historically low financing, and the desire by companies to grow by acquisitions in a slowing economy. Cross border deals may continue to be fueled by the need to expand geographically, as well as the desire to create national champions. These drivers coupled with wider spreads may, in our opinion, provide for deal flow and attractive risk adjusted returns.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	11.3	%
Consumer Staples	10.4
Health Care	8.7
Utilities	8.3
Consumer Discretionary	7.7
Materials	6.1
Telecommunication Services	4.5
Industrials	4.3
Information Technology	4.0
Energy	0.7
Cash and Other	34.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	899.10	$	5.54
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.30		5.89
Class IB
Actual			1,000.00		897.70		6.68
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.10		7.10
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.16% and 1.40%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PORTFOLIO ADVISER

Ø GAMCO Asset Management, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1		5		10		Since
		Year		Years		Years		Incept.**
Portfolio – IA Shares*		(30.49	)%	2.66	%	6.65	%	11.24	%
Portfolio – IB Shares		(30.68	)	2.58		6.61		11.22
Russell 2000 Value Index		(28.92	)	0.27		6.11		9.77
*	Investment operations commenced with respect to Class IA shares on July 13, 2007. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IB shares are not subject to any 12b-1 fees.
**	Date of inception 8/1/88
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (30.68)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 2000 Value Index, returned (28.92)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

CSK Auto was bought by O’Reilly Automotive which aided performance when the stock doubled.

•

Alpharma became a leading contributor to performance when it was bought by King Pharmaceuticals for $37 per share in cash.

•

CH Energy, a small electric and gas distribution utility, and James River Coal both registered high returns.

•

Autonation, the largest retailer in new and used care sales and service in the U.S., derives 95% of its fixed costs from service and parts, rose despite a difficult auto environment.

What hurt performance during the year

•

Media stocks were among the worst performers as consumer weakness translates into lower advertising dollars.

•

Hotel and Gaming stocks fell on lower revenues as consumers pulled back spending detracting from the Portfolio’s performance.

•

The Portfolio’s holdings in manufactured housing and building products were down sharply putting a drag on performance.

Portfolio Positioning and Outlook

The Treasury and Federal Reserve’s initial focus has been to provide liquidity to the financial system and bolster the balance sheets of insolvent banks. Without readily available credit, it becomes difficult for consumers to purchase homes and cars, and for businesses to invest and acquire. Normally, the creation of so much money could be expected to stoke inflation, but it appears that in the short term, the deflationary forces of asset price devaluation and job losses have kept inflation in check. We believe the situation will improve for several reasons: stocks are cheap, with many at valuations not seen in decades. A new administration can instill confidence in the system to allay investor fears and may institute a new economic stimulus package. Lower oil prices should be viewed as good news, as they are similar to a massive tax cut for the consumer. Unprecedented values that we see today may result in attractive returns tomorrow.


Sector Weightings as of 12/31/08	% of Net Assets
Industrials	21.9	%
Consumer Discretionary	15.5
Consumer Staples	9.6
Health Care	7.9
Utilities	7.7
Financials	6.4
Information Technology	6.0
Materials	5.1
Telecommunication Services	2.1
Energy	1.8
Cash and Other	16.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	764.20	$	3.99
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.61		4.57
Class IB
Actual			1,000.00		763.10		5.10
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.36		5.84
*	Expenses are equal to the Portfolio’s Class IA and IB shares annualized expense ratios of 0.90% and 1.15%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned 3.43% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital Intermediate Government Bond Index, returned 10.43% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Benefiting Portfolio performance during the annual period was an underweight exposure to agencies, as well as security selection within the Treasury sector.

What hurt performance during the year

•

Performance was hindered primarily by the Portfolio’s out-of-benchmark exposure to spread assets, including asset-backed securities (ABS), mortgage-backed securities (MBS) and commercial mortgage-backed securities (CMBS), as spreads widened and the market experienced a flight to quality, which benefited US Treasury securities. Spread assets experienced historic levels of volatility throughout the year, as investors continued to avoid risky assets and forced de-leveraging by hedge funds and banks put tremendous pressure on the underlying bonds in these sectors.

•

The Portfolio’s out-of-benchmark holdings in corporate bonds, in particular Lehman Brothers, also detracted from results. Overall, exposure to CMBS, non-agency adjustable-rate mortgages (ARMs) and the financial segment of the credit market proved most detrimental. However, spreads on these sectors began to recover in December as the U.S. government and Federal Reserve were stanch in their commitment to providing liquidity in an effort to stimulate financial markets.

Portfolio Positioning and Outlook

At the end of the year, the Portfolio was underweight in U.S. Treasury and agency securities, and overweight in spread assets. Spreads of both agency and non-agency mortgages seemed to start to recover in December, as the Federal Reserve announced the creation of the Term Asset-Backed Securities Loan Facility (TALF) together with its intent to buy agency debt and mortgages. The CMBS market also strengthened as deleveraging slowed and the market experienced a return of opportunistic capital. In our opinion, as stability returns to financial markets, spreads will recover gradually over time. At year-end, the Portfolio was short duration relative to the benchmark.

This Portfolio is neither guaranteed nor insured by the U.S. Government, the Federal Deposit Insurance Corporation or any other government agency.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		4.2
Weighted Average Coupon (%)		4.0
Weighted Average Modified Duration (Years)*		3.2
Weighted Average Rating		AAA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	82.3	%
Asset-Backed and Mortgage-Backed Securities	18.0
Corporate Bonds	6.5
Cash and Other	(6.8	)

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees, and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,016.70	$	3.80
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.37		3.81
*	Expenses are equal to the Portfolio’s Class IA shares annualized expense ratio of 0.75% multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company

Ø Hiryama Investments, LLC***

Ø SSgA Funds Management, Inc.****

Ø Wentworth Hauser and Violich, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(44.67	)%	0.44	%	0.43	%
Portfolio – IB Shares		(44.86	)	0.17		0.25
MSCI EAFE Index		(43.38	)	1.66		0.27
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/99
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, Hirayama Investments, LLC was added as a subadvisor of the Portfolio.

**** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Mellon Capital Management Corporation as a subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (44.67)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI EAFE Index, returned (43.38)% over the same period.

PORTFOLIO ADVISERS

The Portfolio’s assets are allocated among three investment managers using a different but complementary investment strategy. Approximately 30% of the Portfolio is actively managed by Wentworth Hauser and Violich, Inc.; approximately 60% of the Portfolio tracks the performance of the MSCI EAFE Index and is managed by SSgA Funds Management, Inc.; and approximately 10% of the Portfolio invests in exchanged-traded Portfolios (ETFs) and is managed by AXA Equitable’s Funds Management Group.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Substantial underweighting of the worst performing sector, Financials, contributed to positive relative portfolio performance, as did a substantial overweighting of the Energy sector.

•

Individual stock performance was led by PartnerRe Ltd.

What hurt performance during the year

•

Materials sector investments underperformed significantly during the period.

•

Energy stock selection was negative, led by Transocean Ltd., Noble Corporation and Weatherford International.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	25.5	%
Energy	13.7
Industrials	10.9
Consumer Staples	10.5
Materials	10.4
Health Care	7.0
Consumer Discretionary	6.2
Utilities	5.1
Telecommunications Services	4.4
Information Technology	3.3
Cash and Other	3.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	570.30	$	2.88
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.47		3.71
Class IB
Actual			1,000.00		568.80		3.79
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.31		4.88
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.73% and 0.96%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø MFS Investment Management

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(21.75	)%	0.75	%	0.72	%	(21.75	)%
Portfolio – IB Shares		(40.19	)	0.75		(0.72	)	2.60
MSCI AC World Index ex. U.S. Growth		(45.61	)	2.08		(0.16	)	—	***
*	Date of inception 9/26/08. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 11/18/94
***	Date of inception 12/31/98
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (40.19)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI AC World Index ex. U.S. Growth, returned (45.61)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s overweight position in the Health Care sector aided performance relative to the benchmark. In this sector, pharmaceutical

companies Hisamitsu Pharmaceuticals (Japan) and Astellas Pharma (Japan) were among the Portfolio’s top contributors. In addition, biotechnology company Actelion (Switzerland) contributed to relative performance.

•

Stock selection and, to a lesser extent, an underweight position in the Basic Materials sector bolstered relative returns. The Portfolio’s underweight position in mining operator Rio Tinto (Australia) boosted results, as this benchmark holding depreciated significantly.

•

A combination of an overweight position and security selection in the Consumer Staples sector had a positive impact on relative performance. Holdings of personal care product maker Uni-Charm (Japan) delivered strong relative returns. In addition, personal hygiene products maker Hengan International Group (Hong Kong), though its stock declined, still significantly outperformed the benchmark.

•

Holdings of electronic products manufacturer Hirose Electric (Japan) and semiconductor manufacturer Taiwan Semiconductor were among the top relative contributors. The Portfolio’s position in integrated oil company TOTAL (France) also had a favorable effect on relative results.

•

During the reporting period, currency exposure was a contributor to relative performance.

What hurt performance during the year

•

An overweight position in the Financial Services sector was a primary detractor from relative performance. Holdings of banking firms, Raiffeisen International Bank Holding (Austria) and Unicredito Italiano (Italy), and housing financier Housing Development Finance (India) were among the top detractors. Positions in financial services firms Erste Group Bank (Austria) and UBS (Switzerland) also hurt relative performance.

•

An underweight position and, to a lesser extent, stock selection in the Utilities and Telecommunications sectors hurt relative returns. Telecommunications company Orascom Telecom Holdings (Egypt) was among the top detractors over the reporting period.

•

Stocks in other sectors that dampened relative results included natural gas producer Gazprom (Russia) and wireless communications provider Research In Motion (Canada). Not owning automobile manufacturer Volkswagen (Germany) and pharmaceutical company GlaxoSmithKline (United Kingdom) further weakened relative returns as these benchmark stocks outperformed the broad market.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Staples	17.1	%
Health Care	15.9
Financials	12.2
Information Technology	11.7
Energy	9.9
Consumer Discretionary	9.3
Materials	8.2
Industrials	6.4
Telecommunication Services	5.6
Utilities	2.1
Cash and Other	1.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

Please note that while the Portfolio commenced operations on September 26, 2008, the ‘Hypothetical Expenses Paid During the Period’ reflect projected activity for the full six months for the purposes of comparability.

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* Ended 12/31/08
Class IA
Actual		$	1,000.00	$	782.50	$	2.81
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.15		6.04
Class IB
Actual			1,000.00		660.10		5.84
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.10		7.10
*	Expenses are equal to the Portfolio’s Class IA and IB shares annualized expense ratios of 1.19% and 1.40%, respectively, multiplied by the average account value over the period, multiplied by 97/366 for Class IA (to reflect the actual days in the period for the actual example) and multiplied by 184/366 (to reflect the one-half year period for the hypothetical example and Class IB).

PORTFOLIO ADVISER

Ø JPMorgan Investment Management Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(8.70	)%	1.02	%	3.56	%	4.04	%
Portfolio – IB Shares		(8.93	)	0.78		3.38		3.88
Barclays Capital Aggregate Bond Index		5.24		4.65		5.63		5.91
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 1/1/98
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (8.70)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital Aggregate Bond Index, returned 5.24% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s duration and yield-curve positioning positively affected performance as the direction of short-term interest rates and their impact on the shape of the yield curve was correctly anticipated.

What hurt performance during the year

•

The Portfolio underperformed its benchmark for the year. On a quarterly basis, the first and fourth quarters were the most stressed, as the economy weakened and credit spreads widened. While December saw some retracement in certain sectors, most levels were significantly wider than where they began the year.

•

For the year, the largest source of risk and the biggest driver of underperformance was exposure to non-agency mortgages.

•

Spread-widening in non-agency positions was the largest contributor to Portfolio underperformance for the year.

•

The other significant detractor from performance was the Portfolio’s exposure to companies in the Financials sector. The overall exposure to the sector was flat to underweight during the year, but the purchases of subordinated obligations of financial institutions hurt performance.

Portfolio Positioning and Outlook

A policy-induced recovery should take hold in the second half of 2009 though in our opinion, there may be below-trend growth. This reflects continued aggressive household sector deleveraging and, hence, very weak consumer spending, with the government sector partially but not fully offsetting the impact on growth. In our opinion, there are two key risks: first, the economy could respond more aggressively and swiftly to policy stimulus, and second, household balance sheet repair may be even more prolonged than anticipated. We believe that the latter may be the greater risk. In the past, strong cyclical recoveries have centered on a strong rebound in housing, consumer durable spending and inventories, with the former two reflecting aggressive responses to Federal Reserve rate cuts.

On January 15, 2009, the Portfolio transitioned to an index strategy and was renamed the EQ/Core Bond Index Portfolio. Under the new strategy, the Portfolio will invest at least 80% of its net assets in securities that comprise the Barclays Capital U.S. Aggregate Bond Index, a common benchmark of investment grade bonds. SSgA Funds Management Group, Inc. (“SSgA FM”) replaced JPMorgan Investment Management Inc. as the subadviser to the Portfolio.

It is not possible to invest directly in an unmanaged index such as the Barclays Capital U.S. Aggregate Bond Index.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	70.4	%
Corporate Bonds	24.3
Asset-Backed and Mortgage-backed Securities	22.0
Foreign Government Securities	2.4
Cash and Other	(19.1	)

Total	100.0	%


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		7.1
Weighted Average Coupon (%)		6.0
Weighted Average Modified Duration (Years)*		4.6
Weighted Average Rating		AA+
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	952.70	$	2.90
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.17		3.00
Class IB
Actual			1,000.00		951.20		4.17
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.86		4.32
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.59% and 0.85%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø JPMorgan Investment Management Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(39.56	)%	(3.49	)%	(1.66	)%	0.89	%
Portfolio – IB Shares		(39.70	)	(3.74	)	(1.81	)	0.76
Russell 1000 Value Index		(36.85	)	(0.79	)	1.36		4.54
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (39.56)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection in the Basic Materials and Telecommunication sectors contributed to results. A leading contributor to performance was specialty chemical company, Rohm and Haas. The company’s shares rose after it agreed to be acquired by Dow Chemical for a 74% premium, despite the slowdown in the U.S. economy. Dow believed Rohm and Haas to be an attractive acquisition as the combined firm significantly broadens Dow’s range of product offerings that feed into a wide range of end markets.

•

Verizon Communications was a leading contributor to performance as investors flocked to perceived safe havens within the Telecommunications sector where valuations remained compelling and dividends appeared intact. Investors also cheered the company’s acquisition of Alltel, which may provide synergies within its wireless business and boost long-term earnings growth.

What hurt performance during the year

•

Stock selection in the Financials and Insurance sectors negatively impacted results. Shares of Freddie Mac declined due to concerns that the severity of the credit crunch and declining housing market would require it to raise additional capital. Eventually these fears led the U.S. Treasury to place the company into a conservatorship, effectively wiping out value for shareholders.

•

Shares of Genworth Financial declined significantly after the life and mortgage insurer reported a net loss for the third quarter, driven primarily by large investment losses. Given the unprecedented environment, Genworth has suspended a share buyback plan and borrowed from two revolving credit facilities, as the company is committed to maintaining appropriate liquidity and strengthening of its capital levels to maximize flexibility.

Portfolio Positioning and Outlook

The urgency with which the proposed fiscal stimulus must be enacted cannot be overstated, but it may be months before planning and political barriers are cleared and the money is deployed. Financial markets tend to discount future economic problems well in advance and, after a year like 2008, we believe that they have gone a long way towards doing so. The relative resilience of markets in the last two months of the year despite grim economic data is encouraging. While, in our opinion, there may be more volatility, we believe that a bottoming process may be underway.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	24.6	%
Energy	15.9
Health Care	14.3
Consumer Staples	9.7
Industrials	7.8
Consumer Discretionary	7.5
Information Technology	6.0
Telecommunication Services	5.9
Utilities	5.3
Materials	2.8
Cash and Other	0.2

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	725.40	$	3.08
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.57		3.61
Class IB
Actual			1,000.00		724.90		4.16
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.31		4.88
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.71% and 0.96%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company

Ø Institutional Capital LLC

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(37.20	)%	(2.33	)%	(2.45	)%
Portfolio – IB Shares		(37.42	)	(2.61	)	(2.63	)
S&P 500 Index		(37.00	)	(2.19	)	(1.38	)
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 1/1/99
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Mellon Capital Management Corporation as a subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (37.20)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

PORTFOLIO ADVISERS

The Portfolio’s assets are allocated among three investment managers using a different but complementary investment strategy. Approximately 30% of the Portfolio is actively managed by Institutional Capital LLC; approximately 60% of the Portfolio tracks the performance of the S&P 500 Index and is managed by SSgA Funds Management, Inc., and approximately 10% of the Portfolio invests in exchanged-traded Portfolios (ETFs) and is managed by AXA Equitable’s Funds Management Group.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection in the Financials sector was positive for the Portfolio, led by Ace Ltd., Capital One Financial Corp. and JPMorgan Chase and Co.

•

The Portfolio was underweighted in the Energy sector where stock selection was positive.

•

On an individual contribution basis, the top performing stocks in the portfolio for the year were Wyeth Pharmaceuticals (Health Care sector); Occidental Petroleum Corp. (Energy sector); Ace Ltd. (Financials sector) and XTO Energy Inc. (Energy sector).

What hurt performance during the year

•

The Portfolio was underweight in the Consumer Staples and Utilities sectors which put a drag on relative performance.

•

An underweight position in the Industrials sector where stock was negative contributed negatively to the Portfolio’s relative performance.

•

On an individual contribution basis, leading detractors from performance included Textron Inc. (Industrials sector); Merck & Co., Inc. (Health Care sector); and, Texas Instruments (Information Technology sector).

•

Not owning Exxon Mobil Corp. while the benchmark did hurt relative performance, also.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	13.5	%
Health Care	13.1
Energy	11.8
Financials	11.6
Consumer Staples	11.3
Consumer Discretionary	8.8
Industrials	8.3
Telecommunication Services	3.5
Materials	3.2
Utilities	2.5
Cash and Other	12.4

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	716.40	$	3.15
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.47		3.71
Class IB
Actual			1,000.00		714.60		4.14
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.31		4.88
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.73% and 0.96%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (36.18)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Health Care sector was collectively the single largest source of outperformance for the period due to a significant overweight and stronger stock selection.

•

Stock selection was strong in the Materials, Consumer Discretionary and Consumer Staples sectors contributing to positive returns.

•

On an individual stock basis, Celgene, Gilead Sciences and Wrigley were the largest contributors to performance for the period.

What hurt performance during the year

•

Weak security selections were the primary driver of underperformance for the period.

•

Stock selection in the Financials sector, most notably a position in CME Group, detracted the most from performance

Portfolio Positioning and Outlook

The current crisis is as severe as any in the past 80 years, and challenges remain, at least through the early part of 2009: a recession in the U.S. and a significant slowdown in economic growth, rising unemployment, continued paralysis across financial institutions and the wide-spread headwinds facing corporate earnings. Many steps have been taken to restore the normal functioning of global financial institutions in lending to one another and financing consumers and corporations.

While economic signals remain generally weak, history has shown that stock markets can turn up well before economies begin their recovery. It also illustrates that the most reliable investment strategy during turbulent periods is to maintain exposure to companies with the financial resources to survive and prosper and those positioned to capture upside opportunities in an eventual recovery. Therefore, the manager’s current strategy continues to stress exposure to companies which enjoy the dynamics of leadership in their basic area of business.

There can be no guarantees of market behavior, but we are so deep into uncharted waters that history would suggest current pricing is unsustainable. We are balancing the need for short-term stability while remaining poised to take advantage of stocks that we believe will be rewarded.

On December 1, 2008, the Portfolio transitioned to an index Portfolio designed to track the Russell 1000 Growth Index. The Index measures the performance of the large-cap growth segment of the U.S. equity universe. AllianceBernstein L.P. will remain as subadvisor to the Portfolio which was renamed the EQ/Large Cap Growth Index Portfolio.

It is not possible to invest directly in an unmanaged index such as the Russell 1000 Growth Index.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	26.8	%
Health Care	14.9
Consumer Staples	13.8
Industrials	12.9
Consumer Discretionary	9.3
Energy	8.3
Financials	3.6
Materials	3.5
Utilities	1.9
Telecommunication Services	0.7
Cash and Other	4.3

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	720.40	$	3.46
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.11		4.06
Class IB
Actual			1,000.00		721.10		4.54
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.80% and 1.05%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company

Ø Marsico Capital Management, LLC

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(37.28	)%	(0.63	)%	(2.51	)%	2.12	%
Portfolio – IB Shares		(38.28	)	(1.14	)	(2.89	)	1.78
Russell 1000
Growth Index		(38.44	)	(3.42	)	(4.27	)	0.76
*	Date of inception 11/28/98
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Mellon Capital Management Corporation as a subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (37.28)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

PORTFOLIO ADVISERS

The Portfolio’s assets are allocated among three investment managers using a different but complementary investment strategy. Approximately 30% of the Portfolio is actively managed by Marsico Capital Management LLC; approximately 60% of the Portfolio tracks the performance of the Russell 1000 Growth Index and is managed by SSgA Funds Management, Inc.; and approximately 10% of the Portfolio invests in exchanged-traded Portfolios (ETFs) and is managed by AXA Equitable’s Funds Management Group.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection in the Banks Industry aided relative performance. Collectively, Portfolio positions in the Banks Industry declined significantly less than the Banks Industry holdings in the benchmark.

•

Though slightly underweight in the Industrials sector relative to the benchmark, stock selection was positive in the sector and contributed positively to relative performance.

•

On an individual basis, leading contributors to relative performance included McDonald’s Corp. (Consumer Discretionary sector); Genentech, Inc. (Health Care sector); Well Fargo & Co. (Financials sector); and, Visa Inc. (Information Technology sector).

What hurt performance during the year

•

An underweighted position in the Consumer Staples sector relative to the benchmark was detrimental to performance. This sector was among the benchmark’s strongest-performing sectors in the period. With an underweighted posture in this area of investment, the Portfolio missed an opportunity for better returns.

•

An underweighted position and stock selection in the Health Care sector held back the Portfolio’s performance: The Health Care sector was among the strongest-performing sectors in the benchmark during the period. The Portfolio’s relative underweighted position created a missed opportunity. Positions in UnitedHealth Group Inc. (Health Care sector) and pharmaceutical company Merck & Co. Inc. hurt returns.

•

Stock selection in the Energy sector was negative for the Portfolio.

•

On an individual stock basis, leading detractors from performance for the period included Apple Inc. (Information Technology sector); United Health Group Inc. and Merck & Co., Inc. (Health Care sector); and, McDermott International Inc. (Industrials sector).


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	20.6	%
Health Care	12.6
Industrials	11.3
Consumer Discretionary	11.0
Consumer Staples	10.9
Financials	6.7
Energy	5.9
Materials	3.9
Utilities	1.2
Telecommunication Services	0.4
Cash and Other	15.5

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ”Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	694.70	$	3.11
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.47		3.71
Class IB
Actual			1,000.00		686.00		4.07
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.31		4.88
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.73% and 0.96%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		Since Incept.*
Portfolio – IA Shares		(56.56	)%	(21.30	)%
Portfolio – IB Shares		(56.75	)	(21.53	)
Russell 1000 Value Index		(36.85	)	(7.33	)
S&P 500 Index†		(37.00	)	(7.12	)
*	Date of inception 10/3/05
†	In 2008, the Investment Manager revised the Portfolio’s benchmark index to be the Russell 1000 Value Index, which more closely reflects the market sectors in which the Portfolio invests.
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Legg Mason Capital Management, Inc. as the subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’ s Class IA shares returned (56.56)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Amgen aided performance. It gained nicely as sales trends for several of its drugs improved and encouraging test data was released for a potential blockbuster drug.

What hurt performance during the year

•

Losses in the Financials sector were a primary culprit with principal detractors for the year including AIG, Freddie Mac, and Citigroup. Each of these companies suffered multi-billion dollar write-downs from mortgage-backed securities or credit default swaps and ended up forced to accept government loans or being taken over.

•

Managed-care organizations Aetna and UnitedHealth dropped as investors worried about their investment portfolios and the chances of a negative underwriting cycle.

•

The global reach of utility firm AES proved to be a detriment, as concern about leverage and the sharp slowdown in emerging markets took a big cut out of the company’s stock price

Portfolio Positioning and Outlook

While it is possible that the markets may retest the lows of the fall, we believe investors are being afforded one of the best buying opportunities in several generations. Since we believe nearly the whole market is markedly underpriced, during 2008, we responded by broadening the Portfolio and expanding the number of stocks. High-quality names are as cheap as lower

quality names in many cases, so the Portfolio moved up the quality spectrum without sacrificing expected returns.

On December 1, 2008, the Portfolio transitioned to an index Portfolio designed to track the Russell 1000 Value Index. The Index measures the performance of the large-cap value segment of the U.S. equity universe. Additionally, the Portfolio will change from a non-diversified Portfolio to a diversified portfolio in connection with this transition. SSgA Funds Management, Inc. replaced the current subadviser, Legg Mason Capital Management, Inc. The Portfolio was renamed the EQ/Large Cap Growth Index Portfolio.

It is not possible to invest directly in an unmanaged index such as the Russell 1000 Value Index.


Sector Weightings as of 12/31/08	% of Net Assets
Sector Weightings as of 12/31/08	% of Net Assets
Financials.	23.3	%
Energy	16.8
Health Care	13.0
Consumer Staples	9.4
Industrials	8.8
Consumer Discretionary	8.0
Utilities	6.8
Telecommunication Services	6.4
Materials	2.9
Information Technology	2.6
Cash and Other	2.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	600.90	$	3.02
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.37		3.81
Class IB
Actual			1,000.00		599.00		4.02
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.11		5.08
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.75% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period)

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company***

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(43.06	)%	(4.43	)%	(0.68	)%	1.04	%
Portfolio – IB Shares		(43.32	)	(4.71	)	(0.89	)	0.85
Russell 1000 Value Index		(36.85	)	(0.79	)	1.36		2.58
**	Date of inception 5/18/01. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
*	Date of inception 1/1/98
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, AXA Equitable Life Insurance Company was added as a subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (43.06)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

An underweight position in Lehman Brothers benefited performance during the year.

•

Positions in Energy company Chevron and property and casualty insurer Ace contributed to positive returns.

•

An overweight in the Energy sector and an underweight in the Capital Equipment sector also contributed to relative returns.

What hurt performance during the year

•

In the Utilities sector, a major detractor was Sprint Nextel, which fell sharply amid further deterioration of its subscriber base but remains deeply undervalued.

•

Another detractor was AIG, which relinquished 80% ownership to the government in exchange for financing.

•

Other large individual detractors included Fannie Mae and Freddie Mac.

Portfolio Positioning and Outlook

At year-end, prices to book value are comparable to levels of the early-1990s banking crisis, which heralded in one of the strongest periods of outperformance. In our opinion, these pricing distortions may correct as anxiety eventually subsides and investors once again focus on company fundamentals.

On December 1, 2008, the Portfolio’s investment strategy was modified to utilize a combination of a concentrated active management style and a passive index strategy with the ability to make a limited investment in exchange traded funds. The target active allocated portion will be 30% of the Portfolio while the target index allocated portion of the Portfolio will be 70% and designed to track the Russell 1000 Value Index. The Index measures the performance of the large-cap value segment of the U.S. equity universe. AllianceBernstein L.P. will remain as subadviser to both portions of the Portfolio. The Portfolio was renamed the EQ/Large Cap Value PLUS Portfolio.

It is not possible to invest directly in an unmanaged index such as the Russell 1000 Value Index.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	21.7	%
Energy	16.7
Health Care	13.9
Consumer Staples	11.3
Consumer Discretionary	9.2
Industrials	7.0
Telecommunication Services	6.0
Utilities	5.6
Information Technology	5.2
Materials	2.5
Cash and Other	0.9

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	688.60	$	3.01
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.57		3.61
Class IB
Actual			1,000.00		686.20		4.07
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.31		4.88
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.71% and 0.96%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø BlackRock Financial Management, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		5.21	%	5.16	%	5.73	%	8.78	%
Portfolio – IB Shares		5.01		4.92		5.48		8.28
Barclays Capital Long Government/Credit Bond Index		8.44		6.31		6.62		9.86
*	Date of inception 4/29/05. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 3/20/85
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned 5.21% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital Long Government/Credit Bond Index, returned 8.44% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s underweight exposure to investment grade credit contributed positively to performance as spreads widened throughout the year. Earlier in the year, banks’ reluctance to lend to one another froze credit markets and liquidity became sparse. A negative tone in credit continued on the backdrop of weak earnings, a worsening global recession, and a corresponding sell-off in equities.

•

Corporate security selection also aided performance, particularly in the fourth quarter of 2008, as the Financials sector outperformed the Industrials and Utilities sectors.

What hurt performance during the year

•

The Portfolio’s performance was hindered by its overweight in high-quality spread assets, including asset-backed securities (ABS), mortgage-backed securities (MBS) and commercial mortgage-backed securities (CMBS), as spreads widened and the market experienced a flight to quality, which benefited U.S. Treasury securities. Spread assets experienced historic levels of volatility throughout the year, as investors continued to avoid risky assets and forced de-leveraging by hedge funds and banks put tremendous pressure on the underlying bonds in these sectors.

•

Exposure to CMBS and non-agency adjustable-rate mortgages (ARMs) proved most detrimental. However, spreads on these sectors began to recover in December as the U.S. government and Federal Reserve were stanch in their commitment to providing liquidity in an effort to stimulate financial markets.

Portfolio Positioning and Outlook

At the end of the year, the Portfolio was underweight in U.S. Treasury securities, while maintaining an overweight in high-quality spread assets. In our opinion, spreads of both agency and non-agency mortgages appeared to start to recover in December, as the Federal Reserve announced the creation of the Term Asset-Backed Securities Loan Facility (TALF) together with its intent to buy agency debt and mortgages. The CMBS market also strengthened as deleveraging slowed and the market experienced a return of opportunistic capital. We believe that as stability returns to financial markets, spreads will recover gradually over time. At year-end, the Portfolio was slightly short duration relative to the benchmark.


Distribution of Assets by Sector as of 12/31/08		% of Net Assets
U.S. Government and Agency		42.3	%
Corporate Bonds		42.1
Asset Backed Securities		13.5
Foreign Government		0.3
Cash and Other		1.8

Total		100.0	%



Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		19.7
Weighted Average Coupon (%)		4.7
Weighted Average Modified Duration (Years)*		11.1
Weighted Average Rating		AA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,059.80	$	2.74
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.47		2.69
Class IB
Actual			1,000.00		1,058.70		4.04
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.22		3.96
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.53% and 0.78%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (36.41)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection within the Financial Services sector was the largest contributor to relative performance during the period. A key contributor was Wells Fargo & Company, a bank holding company with a sizable residential mortgage business. The company was one of the few financial firms that showed a positive return during a tumultuous year for the financial industry.

•

Also contributing to relative performance was stock selection within the Materials and Processing sector. Agricultural processor Archer Daniels Midland Company rose sharply due to fourth quarter earnings results that far surpassed analysts’ expectations.

•

Within the Auto and Transportation sector, shares of Delta Air Lines rose significantly during the fourth quarter. Investors liked the solid growth in the airline’s Revenue per Available Seat Mile accompanied by a strategic reduction in capacity and declining fuel costs. Also, during the fourth quarter the airline completed its merger with Northwest Airlines which should result in operational synergies and geographical diversification.

What hurt performance during the year

•

The Portfolio’s sizeable underweight within the Integrated Oils sector was the largest detractor from relative performance as international oil holdings held up even in the face of dramatically lower crude oil prices in the second half of the year.

•

The Portfolio’s large underweight within the Utilities sector was a large detractor from relative performance as electric utilities performed well in a poor market.

•

The Portfolio’s overweight position in the overall Financial sector reduced somewhat the benefit of good stock selection, particularly within diversified financial firms.

Portfolio Positioning and Outlook

Because of their sheer size, strong balance sheets, and experienced management, large cap stocks tend to be less volatile than small or mid cap stocks. After several years of relative underperformance, we believe large caps may likely do well going forward. From an investment standpoint, we seek undervalued companies that are under-earning their long-term potential, as long as we are able to identify positive fundamental catalysts that we believe will cause those earnings to move back toward normalized levels. We believe we may find many attractive investment opportunities across several industry groups.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	37.5	%
Consumer Discretionary	11.5
Consumer Staples	11.1
Industrials	10.7
Health Care	10.2
Energy	8.0
Information Technology	6.3
Telecommunication Services	1.7
Materials	1.3
Cash and Other	1.7

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	748.60	$	3.30
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.37		3.81
Class IB
Actual			1,000.00		747.70		4.39
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.11		5.08
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.75% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Lord, Abbett & Co. LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		Since Incept.*
Portfolio – IA Shares		(30.80	)%	(1.88	)%
Portfolio – IB Shares		(30.95	)	(2.12	)
Russell 1000 Index		(37.60	)	(4.60	)
*	Dateof inception 4/29/05.
Returns for periods greater than one year are annualized.

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (30.80)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Index, returned (37.60)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Strong stock selection within the Health Care sector was the largest contributor to the Portfolio performance, including ImClone Systems and Celgene Corp as significant contributors.

•

The Portfolio was overweight the Consumer Staples sector, which helped performance as this was the best performing sector, relatively.

•

Stock selection was also strong within the Technology sector, as QUALCOMM, IBM, and Hewlett-Packard outperformed the sector.

What hurt performance during the year

•

The relative underweight within the Integrated Oils sector was the largest detractor from Portfolio performance during the year.

•

Stock selection within the Other Energy sector also negatively impacted the portfolio. Valero Energy and Weatherford International were significant detractors.

•

The Portfolio’s underweight within Auto and Transportation was another detractor during the period.

Portfolio Positioning and Outlook

At the end of 2008, the U.S. economy continued to struggle under the weight of deteriorating credit markets, increased job losses, and continuing declines in home values. We adjusted exposure within the Portfolio to take advantage of select opportunities. Profits were taken from the overweight positions held in the Health Care and Consumer Staples sectors, which have performed well. Overall, we will look for companies with attractive valuations and favorable growth prospects.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Staples	17.3	%
Financials	17.0
Information Technology	14.4
Health Care	12.9
Energy	9.8
Consumer Discretionary	8.5
Industrials	6.4
Utilities	4.7
Materials	4.0
Telecommunication Services	3.2
Cash and Other	1.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	771.00	$	3.34
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.37		3.81
Class IB
Actual			1,000.00		770.60		4.45
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.11		5.08
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.75% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (38.79)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell Mid Cap Value Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection within the Materials and Processing sector was the largest contributor to performance. Archer Daniels Midland Company and Mosaic led the sector and were two of the best performers in the Portfolio overall.

•

The Portfolio’s overweight within Health Care also helped performance as this sector held up better than most of the others.

•

Within the other Energy sector, EOG Resources and Range Resources contributed to positive stock selection.

What hurt performance during the year

•

Negative stock selection within the Consumer Discretionary sector was the most significant detractor during the year. Shares of R.H. Donnelley, a directory publisher, tumbled sharply.

•

Within the Auto and Transportation sector, stock selection was again a drag on performance as a result of poor performance from Goodyear Tire & Rubber.

•

Stock selection also hampered performance within the Consumer Staples sector. This was largely a result of poor performance within two food companies, Dean Foods and Smithfield Foods.

Portfolio Positioning and Outlook

During the last year, the U.S. has experienced financial turmoil to an extent not seen for decades. With the economy in a recession for a year now, we do not believe there will be significant improvement in the U.S. economy in the near future. At the end of the year, the Portfolio’s largest sector weighting was in utilities, which have been providing relatively stable earnings and have high dividend yields. The Portfolio was underweight within Financial services.


Sector Weightings as of 12/31/08	% of Net Assets
Industrials	13.8	%
Consumer Discretionary	12.4
Telecommunication Services	11.0
Financials	11.0
Consumer Staples	10.1
Utilities	9.6
Health Care	8.4
Information Technology	7.1
Materials	7.0
Energy	5.0
Cash and Other	4.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	703.40	$	3.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.11		4.06
Class IB
Actual			1,000.00	$	702.70		4.49
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.80% and 1.05%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Marsico Capital Management, LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(40.15	)%	(1.62	)%	2.77	%
Portfolio – IB Shares		(40.32	)	(1.86	)	2.55
Russell 1000 Growth Index		(38.44	)	(3.42	)	(2.75	)
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 8/31/01
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (40.15)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year:

•

Stock selection in the Banks industry aided performance. Collectively, Portfolio positions in the Banks industry declined, significantly outperforming the Banks holdings in the industry group of the benchmark.

•

A select holding in the Retailing industry, home improvement retailer Lowe’s Cos., Inc. contributed to the Portfolio’s performance.

•

Stock selection in the Capital Goods sector added to performance. While holdings in the Capital Goods sector declined in the period, they significantly outperformed the sector holdings in the benchmark.

•

A select holding in the Software and Services industry, credit card processor Visa Inc. materially contributed to returns in the year.

•

Other individual positions that had a positive impact on performance included worldwide fast-food operator McDonald’s Corp., and drug developers Genentech Inc. and Schering-Plough Corp.

What hurt performance during the year:

•

An underweighted posture in the Consumer Staples sector relative to the benchmark. Consumer Staples was among the benchmark’s strongest-performing sectors in the period. By maintaining an underweighted posture in this area, the Portfolio missed an opportunity to better performance.

•

A specific holding in the Technology Hardware and Equipment industry: A position in computer and personal electronic device manufacturer Apple Inc. was a material detractor from performance in 2008.

•

An underweighted posture and stock selection in the Health Care Sector as Health Care was among the strongest-performing sectors in the benchmark. Positions in United Health Group Inc. and pharmaceutical company Merck & Co. Inc. hurt returns.

•

Stock selection in the Consumer Services Sector negatively impacted performance. Positions in hotel/casino operators Las Vegas Sands Corp., Wynn Resorts Ltd., and MGM Mirage put a drag on returns.

•

Positions in deep water drilling company Transocean Ltd., bank holding company Goldman Sachs Group Inc., Brazil-based oil and gas exploration company Petroleo Brasileiro S.A., and oil services firm Schlumberger Ltd. were detractors in 2008.

Portfolio Positioning and Outlook

As of December 31, 2008, the Portfolio’s economic sector allocations were overweight Financials, Consumer Discretionary, and Industrials and underweight Information Technology, Energy, Consumer Staples, and Health Care as compared to the benchmark.

In our opinion, global economic prospects may remain subdued in the early part of 2009, yet there may be reasons for cautious optimism for investors in the stock market. The extraordinary economic and market events of 2008 are being met with equally unprecedented monetary and fiscal policy responses. While many of these efforts have not been fully implemented and/or work with a lagged effect, we believe they ultimately will help credit markets and capital creation normalize, restore confidence and trust in the financial system, and help stabilize housing markets. The combination of lower interest rates and attractive valuations of “growth” equities, coupled with reduced investor risk aversion, may, over time, provide a favorable environment for faster growing, unique companies.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Discretionary	22.3	%
Industrials	17.0
Financials	17.0
Information Technology	11.9
Health Care	10.8
Consumer Staples	10.0
Materials	6.3
Energy	2.9
Cash and Other	1.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

“Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	682.60	$	3.81
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.61		4.57
Class IB
Actual			1,000.00		681.80		4.86
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.36		5.84
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.90% and 1.15%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1		5		Since
		Year		Years		Incept.**
Portfolio – IA Shares*		(49.10	)%	(5.24	)%	(2.92	)%
Portfolio – IB Shares		(49.28	)	(5.48	)	(3.12	)
S&P Mid Cap 400 Index		(36.23	)	(0.08	)	0.98
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to remove the effect of 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees
**	Date of inception 9/1/00
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Fidelity Management & Research Company as the subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (49.10)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P Mid Cap 400 Index, returned (36.23)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Security selection in the Health Care Equipment and Services sector added to relative performance. Express Scripts Inc. and Bard Inc. were leading names in this industry.

•

Overweight to the Consumer Staples sector was a significant positive contributor to performance. Specifically, allocations to the Food, Beverage, and Tobacco, and Food and Staples retailing industries were the most prevalent sources of positive market selection attribution. This was particularly helpful in the fourth quarter.

What hurt performance during the year

•

The single largest detractor from performance was a significant overweight to the Energy sector. Exposure to names such as Chesapeake Energy was particularly harmful in the second half.

•

Security selection was less than desirable across most industries. The industries that were the most difficult were Transportation, Technology Hardware, and Consumer Durables.

•

The largest single detractor was Consumer Durables company Harman International.

Portfolio Positioning and Outlook

During 2008, the Materials sector weighting was taken down as demand and deflation concerns continued to plague the sector. Similarly, the Portfolio brought down its weighting in Energy stocks.

On December 1, 2008, the Portfolio transitioned to an index Portfolio designed to track the S&P Mid Cap 400 Index. The Index tracks a diverse basket of medium-sized U.S. firms. SSgA Funds Management, Inc. replaced the current subadviser, Fidelity Management & Research Company. The Portfolio was renamed the EQ/Mid Cap Index Portfolio.

It is not possible to invest directly in an unmanaged index such as the S&P Mid Cap 400 Index.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	20.6	%
Industrials	14.0
Consumer Discretionary	13.6
Information Technology	12.1
Health Care	11.0
Utilities	8.0
Materials	6.5
Energy	6.2
Consumer Staples	4.4
Telecommunication Services	0.5
Cash and Other	3.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	553.40	$	3.01
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.27		3.91
Class IB
Actual			1,000.00		552.70		3.98
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.01		5.18
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.77% and 1.02%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company

Ø SSgA Funds Management, Inc.***

Ø Wellington Management Company, LLP

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1		5		10		Since
		Year		Years		Years		Incept.**
Portfolio – IA Shares*		(39.06	)%	2.20	%	1.38	%	1.79	%
Portfolio – IB Shares		(39.53	)	2.58		1.05		1.51
Russell Mid Cap Value Index		(38.44	)	0.33		4.44		6.54
*	Date of inception 11/24/98. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, SSgA Funds Management, Inc. replaced Mellon Capital Management Corporation as a subadvisor of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (39.06)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell Mid Cap Value Index, returned (38.44)% over the same period.

PORTFOLIO ADVISERS

The Portfolio’s assets are allocated among three investment managers using a different but complementary investment strategy. Approximately 30% of the Portfolio is actively managed by Wellington Management Company LLP; approximately 60% of the Portfolio tracks the performance of the Russell Mid Cap Value Index and is managed by SSgA Funds Management, Inc.; and approximately 10% of the Portfolio invests in exchanged-traded Portfolios (ETFs) and is managed by AXA Equitable’s Funds Management Group.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio was significantly underweight relative to the benchmark in the Financials sector. Stock selection was a positive for the Portfolio in this sector.

•

The Portfolio was relatively overweight to the benchmark in the Health Care sector. Positive stock selection in this sector helped to contribute to relative performance on a positive basis.

•

Among the stocks contributing the most to relative performance was Barr Pharmaceuticals. Shares of this global pharmaceutical company, with both proprietary and generic drug operations, rose in mid-July following an announcement that they would be acquired by Teva.

•

Other leading contributors to relative performance included Delta Air Lines Inc. and Northwest Airlines Corp (Industrials sector). Delta’s stock price benefited from the news and subsequent completion of a merger with Northwest.

•

CACI International Inc., provider of professional services and IT solutions (Information Technology sector) aided relative performance. Shares of the information systems and high technology company rose slightly at the end of the year after announcing the opening of a new research and development facility to provide continued support to the US Army.

What hurt performance during the year

•

The Portfolio was underweight relative to the benchmark in the Consumer Staples sector. Stock selection was negative in this sector for the period and held back relative performance.

•

The Portfolio was overweight relative to the benchmark in the Information Technology sector which inhibited relative performance.

•

The Portfolio was underweight relative to the benchmark in the Energy sector. Stock selection was negative in this sector which held back relative returns.

•

Among the stocks detracting the most from relative performance was Flextronics, a global provider of vertically-integrated advanced design

and electronics manufacturing (Information Technology sector). This stock declined towards the second half of the year.

•

Rhodia, the French chemical company (Materials sector), fell earlier in the year on concerns of rising raw material and energy costs. Toward the end of the period, it suffered further as a faltering economy has led the company to bring down profit guidance.

•

R.H. Donnelley, publisher of the Yellow Pages (Consumer Discretionary sector) experienced downward pressure as advertising revenue has decreased entering the recession.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	26.4	%
Utilities	12.1
Consumer Discretionary	10.4
Industrials	8.0
Consumer Staples	7.3
Information Technology	7.0
Materials	6.3
Health Care	5.3
Energy	4.1
Telecommunication Services	1.1
Cash and Other	12.0

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08	Ending Account Value 12/31/08	Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$1,000.00	$682.30	$3.21
Hypothetical (5% average annual return before expenses)		1,000.00	1,021.32	3.86
Class IB
Actual		1,000.00	678.40	4.26
Hypothetical (5% average annual return before expenses)		1,000.00	1,020.06	5.13
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.76% and 1.01%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø The Dreyfus Corporation

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		2.36	%	3.17	%	3.32	%	5.69	%
Portfolio – IB Shares*		2.13		2.93		3.06		5.43
3-Month Treasury Bill Index		2.06		3.25		3.45		5.86
*	Investment operations commenced with respect to Class IB shares on October 2, 1996. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees. **Date of inception 7/13/81
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned 2.36% for the year ended December 31, 2008. The Portfolio’s benchmark, the 3-Month Treasury Bill Index, returned 2.06% over the same period.

Portfolio Highlights

For the year ended December 31, 2008.

2008 was a year of unprecedented disruptions in the fixed income markets. The bankruptcy of Lehman Brothers and the Treasury and Federal Reserve engineered bailouts of Fannie Mae, Freddie Mac and AIG shook investors confidence. This, in turn, led to legislative and central bank actions worldwide to provide liquidity to a wide variety of markets.

The Portfolio had been structured with a diversified mix of fixed and floating rate instruments issued by high quality issuers. The Portfolio maintains ample levels of liquidity in order to meet shareholders needs.

As financial conditions worsened, the Portfolio took an even more conservative approach by focusing new investments in U.S. Treasury securities and government sponsored agency obligations. This allowed it to build further liquidity while reducing the weighted average maturity of the Portfolio.

Portfolio Positioning and Outlook

While we believe the actions taken by the major central banks and governments will work over time to return the short-term money markets to a more normal functioning, the Portfolio remained defensive at the end of the year. It is clear that the economic outlook is troubling. Despite significant monetary policy easing by the Federal Reserve, the drag of the housing and manufacturing slowdowns will take time to work through.

We will continue to position the Portfolio in response to incoming economic data while seeking to maintain the appropriate levels of credit quality and liquidity.

This Portfolio is neither guaranteed nor insured by the U.S. Government, the Federal Deposit Insurance Corporation or any other government agency. There is no assurance that the Portfolio will be able to maintain a stable net asset value of $1.00 per share. It is possible to lose money by investing in this Portfolio.


Maturity Weightings As of December 31, 2008
1-30 days	52.6	%
31-60 days	16.6
61-90 days	16.2
91-120 days	—
>120 days	14.6

	100.0	%


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
Government Securities	40.2	%
Time Deposit	18.7
Certificates of Deposit	7.2
Commercial Paper	7.2
Variable Rate Securities	2.4
Bank Note	1.9
Cash and Other	22.4

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	1,007.80	$	2.42
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.72		2.44
Class IB
Actual			1,000.00		1,006.70		3.68
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.47		3.71
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.48% and 0.73%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Montag & Caldwell, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(32.74	)%	(0.60	)%	(1.33	)%	(0.80	)%
Portfolio – IB Shares		(32.86	)	(0.81	)	(1.43	)	(0.90	)
Russell 1000 Growth Index		(38.44	)	(3.42	)	(4.27	)	(3.57	)
*	Investment operations commenced with respect to Class IA shares on December 13, 2004. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 12/1/98
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (32.74)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

A significant overweight in Consumer Staples was additive to performance for the year.

•

A significant underweight and stock selection in the Financials sector was a positive contributor, particularly Charles Schwab and Wells Fargo.

•

An underweight and stock selection in the Consumer Discretionary sector was additive to performance, notably McDonalds Corp.

What hurt performance during the year

•

Stock selection in the Information Technology sector was not additive to performance, with Google Inc. and Electronic Arts Inc. holding back returns.

•

Stock selection in the Health Care sector marginally detracted from performance which included Stryker Corp. and Merck & Co.

Portfolio Positioning and Outlook

As the steeper decline in economic activity and corporate profits became evident during the fourth quarter, the Standard & Poor’s 500 Index experienced the third worst stock market decline since 1900, and, in our opinion, has perhaps discounted the likely depth and duration of this economic downturn. While the stock market may remain in a choppy trading range over the near term as corporate profit reports disappoint investors, we believe the market may have taken into account a worse than average recession. At year’s end, we believe that we may be in the later phases of the bear market.

After the protracted stock market decline, we believe we may still be in the early stages of a major rotation into large cap growth issues. Large cap growth shares are attractively valued, have strong balance sheets, and their above average earning growth may become attractive in a more challenging corporate profit environment. Because of their product mix, the domestic based earnings of large cap growth stocks may do relatively well in a slower growing U.S. economy.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Staples	26.2	%
Information Technology	21.8
Health Care	17.2
Energy	11.5
Consumer Discretionary	9.7
Industrials	7.0
Financials	5.3
Cash and Other	1.3

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08	Ending Account Value 12/31/08	Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$1,000.00	$721.00	$3.94
Hypothetical (5% average annual return before expenses)		1,000.00	1,020.56	4.62
Class IB
Actual		1,000.00	720.80	5.06
Hypothetical (5% average annual return before expenses)		1,000.00	1,019.25	5.94
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.91% and 1.17%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (37.94)% for the year ended December 31, 2008. The Portfolio’s benchmark, the S&P 500 Index, returned (37.00)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The leading contributor to the Portfolio’s performance for the quarter was global broadband provider Qwest Communications International Inc. The firm’s gains, along with a smaller advance by Dutch telecom Koninklijke KPN N.V., assisted results in the Telecommunication Services sector.

•

Another source of positive performance was the Airline industry, where Delta Air Lines Inc. rose strongly during a quarter in which it completed a merger with Northwest Airlines.

•

The Portfolio’s Pharmaceutical industry exposure advanced with gains by Bristol-Myers Squibb Co. and Valeant Pharmaceuticals International. However, the significant declines experienced by other holdings in the industrials and health care sectors, respectively, undermined overall portfolio results.

What hurt performance during the year

•

U.S. and European holdings in the Financials sector were among the leading Portfolio detractors for the period. Insurance holdings such as White Mountains Insurance Group Ltd., Berkshire Hathaway Inc. and Prudential Financial Inc. retreated, although a few other insurance positions assisted Portfolio results. Commercial banks such as Danske Bank A/S, Societe Generale S.A. and U.S. Bancorp also declined strongly, as did financial services giant JPMorgan Chase & Co. and real estate investment trust Alexander’s Inc.

•

Holdings in the Materials sector also proved detrimental, particularly paper and forest products companies Weyerhaeuser Co., International Paper Co., MeadWestvaco Corp. and Domtar Corp. Metals and mining holdings Alcoa Inc., Cliffs Natural Resources Inc. and AK Steel Holding Corp. further detracted from Portfolio returns.

•

Additional detractors included Information Technology and consumer-oriented positions. Technology names that endured a difficult quarter included Dell Inc., Microsoft Corp., Tyco Electronics Ltd. and LSI Corp.

•

In the Consumer Discretionary sector, media conglomerates Comcast Corp., News Corp., Time Warner Inc. and Viacom Inc. weighed on Portfolio results.

Portfolio Positioning and Outlook

The Portfolio’s manager seeks to achieve long-term returns with lower risk and volatility than the overall market. In the pursuit of undervalued securities, we identify those companies we believe have viable catalysts in place to unlock value for our shareholders. Indeed, we try to think and act like company owners, buying securities when we believe they are trading at significant discounts to intrinsic worth.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Staples	21.6	%
Financials	13.7
Consumer Discretionary	9.6
Industrials	8.4
Information Technology	7.3
Utilities	5.5
Materials	5.4
Energy	5.3
Health Care	3.7
Telecommunication Services	3.3
Cash and Other	16.2

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08	Ending Account Value 12/31/08	Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$1,000.00	$733.10	$4.57
Hypothetical (5% average annual return before expenses)		1,000.00	1,019.86	5.33
Class IB
Actual		1,000.00	732.00	5.66
Hypothetical (5% average annual return before expenses)		1,000.00	1,018.60	6.60
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.05% and 1.30%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (40.60)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI World Index, returned (40.71)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio had a significant overweight position in the Information Technology sector which contributed to positive relative performance.

•

An underweight position in the Materials sector was helpful to the Portfolio’s relative performance.

•

On an individual stock basis, individual contributors to performance included Wal-Mart Stores, Inc., (Consumer Staples sector), Gilead Sciences, Inc., (Health Care sector), Shionogi & Co. Ltd. (Health Care sector), McDonald’s Corp. ( Consumer Discretionary sector) and Intuit, Inc. (Information Technology sector).

What hurt performance during the year

•

On a sector basis, the detractors from relative performance were underweight positions in the Energy and Utilities sectors.

•

An overweight position in the Consumer Discretionary sector was detrimental to relative performance.

•

On an individual basis, leading detractors from performance included American International Group and the Royal Bank of Scotland Group plc (Financials sector); and, Sirius XM Radio, Inc. (Consumer Discretionary sector).

•

Not holding Exxon Mobil Corp., while the benchmark did, hurt relative performance.

Portfolio Positioning and Outlook

The Portfolio was diversified across a number of geographies. At the end of the year, just over one-third of the Portfolio was invested in the U.S., a country that, in our opinion, remains the largest and most innovative economy in the world, with stocks priced reasonably. The next largest geographic weight was Japan, a country whose economy is expansive. Many Japanese companies are reputable and have long track records of significant innovations. Likewise, the Portfolio was invested in the U.K. for the same reasons - it is one of the world’s most open economies and offers extremely high quality companies.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	27.6	%
Consumer Discretionary	18.1
Industrials	14.6
Financials	11.0
Consumer Staples	10.3
Health Care	7.6
Energy	4.7
Telecommunication Services	3.8
Utilities	0.9
Cash and Other	1.4

Total	100.0	%

UNDERSTANDING YOUR EXPENSES :

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	685.40	$	4.87
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.36		5.84
Class IB
Actual			1,000.00		685.00		5.93
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.10		7.10
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.15% and 1.40%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (38.72)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 3000 Index, returned (37.31)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Relative to the benchmark, moving to an underweight position in the Financials sector proved to benefit performance, as Financials was the benchmark’s worst performing sector. In addition to the allocation effect, strong stock selection within the Financials sector also significantly outperformed the benchmark.

•

On an individual basis, holding Apple Inc., while the benchmark did not, was a positive for the Portfolio.

•

Schlumberger Ltd. and Chevron Corp. (both in the Energy sector) contributed to positive relative performance.

What hurt performance during the year

•

The Portfolio was underweight in Consumer Staples. However, the allocation effect detracted from performance as Consumer Staples proved to be the best performing sector for the benchmark.

•

An underweight position in the Health Care sector prevented the Portfolio from benefiting more fully from the area’s relative strength.

•

Stock selection in the Consumer Discretionary sector also hampered the Portfolio’s relative performance.

Portfolio Positioning and Outlook

At the end of the reporting period, the Portfolio had an emphasis on the Information Technology, Industrials and Energy sectors, where a number of companies appear to have been punished too severely during the downturn and may be poised to rebound in a recovery. At the end of the period, the Portfolio was overweight relative to the benchmark in the Materials sector. Conversely, the Portfolio ended the reporting period underweight the benchmark in Financials.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	22.9	%
Energy	17.2
Industrials	16.3
Consumer Discretionary	12.9
Financials	10.5
Health Care	7.0
Materials	5.9
Consumer Staples	3.3
Telecommunication Services	2.8
Utilities	0.3
Cash and Other	0.9

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	680.10	$	4.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
Class IB
Actual			1,000.00		679.80		5.49
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.60		6.60
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.05% and 1.30%, respectively, multiplied by 184/366 (to reflect the one- half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (38.06)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 2000 Index, returned (33.79)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

An overweight position in the Telecommunications Services sector relative to the benchmark contributed to performance on a positive basis.

•

Holding DRS Technologies, Inc., a supplier of defense electronic systems to government and commercial markets (Industrials sector); Massey Energy Corp. (Energy sector); Philadelphia Consolidated Holding Corp., engaged in designing, marketing, and underwriting specialty commercial and personal property and casualty insurance products (Financials sector); and, Dollar Tree, Inc. (Consumer Discretionary sector) proved positive for the Portfolio’s relative performance. The benchmark did not hold these companies.

What hurt performance during the year

•

During the first half of the year, an underweight position in the Energy sector, a relatively small component of the benchmark, detracted from relative performance.

•

Overweight positions in the Industrials and Information Technology sectors held back the Portfolio’s relative performance.

•

On an individual basis, Petrohawk Energy Corp. (Energy sector); CF Industries Holdings, Inc., one of the largest manufacturers and distributors of nitrogen and phosphate fertilizer products in North America (Materials sector); Liz Claiborne Inc. (Consumer Discretionary sector); and Walter Industries, Inc., a leading producer and exporter of U.S. metallurgical coal for the global steel industry (Energy sector) were among the leading detractors from relative performance during the period.

Portfolio Positioning and Outlook

The Portfolio ended the reporting period with an emphasis on the Information Technology, Industrials and Energy sectors, where a number of companies appear to have been punished too severely during the downturn and may be poised to rebound strongly in an eventual recovery. At the end of the period, the Portfolio was overweight relative to the benchmark in the Materials sector. Conversely, the Portfolio ended the reporting period underweight the benchmark in Financials.


Sector Weightings as of 12/31/08	% of Net Assets
Industrials	21.1	%
Information Technology	21.1
Consumer Discretionary	16.5
Financials	16.0
Health Care	7.5
Energy	6.4
Materials	5.7
Consumer Staples	2.1
Telecommunication Services	1.9
Utilities	0.5
Cash and Other	1.2

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	684.30	$	4.45
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
Class IB
Actual			1,000.00		683.40		5.50
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.60		6.60
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.05% and 1.30%, respectively, multiplied by 184/366 (to reflect the one- half year period for the hypothetical example).

PORTFOLIO ADVISER

Ø Pacific Investment Management Company, LLC

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08
		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares *		(3.74	)%	2.64	%	3.73	%
Portfolio – IB Shares		(4.07	)	2.54		3.65
Barclays Capital U.S. Treasury Inflation- Protected Securities (TIPS) Index		(2.35	)	4.07		6.38
*	Investment operations commenced with respect to Class IA shares on March 30, 2007. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 1/24/02
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (4.07)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital U.S. TIPS Index, returned (2.35)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Treasury Inflation-Protected Securities (TIPS) selection, focused on longer dated maturities, aided performance. Real yields declined on these issues as markets priced in the long-term inflation risks of the stimulative government policy.

•

Exposure to short maturities in the U.S. and U.K. via money market futures contributed to performance as policy initiatives helped move interbank lending rates down toward more typical levels.

•

Exposure to nominal duration vs. real duration in the U.K. and Euroland was beneficial for the Portfolio as nominal yields declined while real yields rose in both markets as inflation expectations fell.

What hurt performance during the year

•

An underweight to total duration in the second half of the fourth quarter hurt performance as global rates continued to decline and the global recession deepened.

•

Holdings of agency mortgage pass-through securities were detrimental to the Portfolio’s returns as even these high quality bonds were adversely affected by global deleveraging. However, higher coupon yields mitigated this impact.

•

Small exposure to upper tier non-Agency mortgages and other asset-backed securities which reacted negatively to the Treasury’s refocusing of the Troubled Asset Relief Program (TARP) away from direct mortgage investments put a drag on performance.

•

Modest holdings of Financials sector credits held back returns as the flight to quality and liquidity of nominal Treasuries caused spreads to widen.

Portfolio Positioning and Outlook

In our opinion, Treasuries are now overvalued. We may seek out assets that have been victims of the economic crisis but that can be expected to benefit from policy support.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		10.7
Weighted Average Coupon (%)		2.5
Weighted Average Modified Duration (Years)*		7.3
Weighted Average Rating		AA+
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	133.1	%
Corporate Bonds	19.2
Asset-Backed and Mortgage-Backed Securities	13.8
Commercial Paper	1.6
Municipal Securities	0.7
Foreign Government Securities	0.1
Cash and Other	(68.5	)

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	919.00	$	3.18
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.82		3.35
Class IB
Actual			1,000.00		917.50		4.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.51		4.67
**	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.66% and 0.92%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PORTFOLIO ADVISERS

Ø AXA Equitable Life Insurance Company***

Ø AllianceBernstein L.P.

Ø SSgA Funds Management, Inc.***

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08
		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares		(6.36	)%	1.67	%	3.71	%	4.61	%
Portfolio – IB Shares*		(6.57	)	1.43		3.47		3.70
Barclays Capital Aggregate Bond Index		5.24		4.65		5.63		6.06
*	Investment operations commenced with respect to Class IB shares on July 8, 1998. Returns shown for Class IB shares prior to this period are derived from the historical performance of Class IA shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 10/1/93
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

*** Effective December 1, 2008, AXA Equitable Life Insurance Company and SSgA Funds Management, Inc. were added as subadvisors of the Portfolio.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (6.36)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital Aggregate Bond Index, returned 5.24% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Security selection in commercial mortgage-backed securities (CMBSs) contributed positively to the Portfolio’s performance.

What hurt performance during the year

•

Being underweight in U.S. Government securities detracted from the Portfolio’s performance.

•

Being overweight in CMBS and corporate bonds was detrimental to returns.

•

Exposure to subprime-related asset-backed securities (ABSs) and Alt-A mortgage securities put a drag on the Portfolio’s returns.

Portfolio Positioning and Outlook

Excessive pessimism is creating extraordinary opportunities to profit from the eventual recovery in the markets and to take advantage of widespread mispricings through active management. Fixed-income markets today offer some of the most compelling investment opportunities. Although fundamentals in certain sectors were deteriorating at year-end as the global economic slowdown continued, yield spreads widened to such levels that investors were being compensated very generously for the risks entailed. At the end of the year, the portfolio was underweight in government and mortgage-backed securities with an overweight in investment-grade corporates and commercial mortgage-backed securities.

On December 1, 2008, the Portfolio’s investment strategy was modified to utilize a combination of a concentrated active management style and a passive index strategy with the ability to make a limited investment in exchange traded funds. The target active allocated portion will be 30% of the Portfolio while the target index allocated portion of the Portfolio will be 70% and designed to track the Barclays Capital U.S. Aggregate Bond Index, a common benchmark of investment grade bonds.

AllianceBernstein L.P. will remain as subadviser to the active portion of the Portfolio while SSgA Funds Management, Inc. has become subadviser to the index allocated portion of the Portfolio. The Portfolio was renamed the EQ/Quality Bond PLUS Portfolio.

It is not possible to invest directly in an unmanaged index such as the Barclays Capital U.S. Aggregate Bond Index.


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		5.1
Weighted Average Coupon (%)		5.2
Weighted Average Modified Duration (Years)*		3.7
Weighted Average Rating		AA
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.


Distribution of Assets by Sector as of 12/31/08	% of Net Assets
U.S. Government and Agency	58.7	%
Corporate Bonds	26.2
Asset Backed Securities	9.1
Foreign Government Securities	3.4
Preferred Stocks	0.0	#
Cash and Other	2.6

Total	100.0	%

# Less than 0.1%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	937.30	$	3.17
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.87		3.30
Class IB
Actual			1,000.00		937.20		4.38
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.61		4.57
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.65% and 0.90%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø BlackRock Financial Management, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08
		1 Year		5 Years		Since Incept.**
Portfolio – IA Shares*		(1.76	)%	2.22	%	2.16	%
Portfolio – IB Shares		(2.01	)	2.03		1.99
Barclays Capital 1-3 Year Government/Credit Index		4.97		3.81		3.62
*	Date of inception 6/9/05. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 5/1/03
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (1.76)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Barclays Capital 1-3 Year Government/Credit Index, returned 4.97% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Corporate security selection also aided performance, particularly towards the end of the period, as the Financials outperformed the Industrials and Utilities sectors.

What hurt performance during the year

•

Portfolio Positioning and Outlook


Portfolio Characteristics As of December 31, 2008
Weighted Average Life (Years)		2.3
Weighted Average Coupon (%)		4.7
Weighted Average Modified Duration (Years)*		1.6
Weighted Average Rating		AA+
*	Modified duration is a measure of the price sensitivity of the portfolio to interest rate movements, taking into account specific features of the securities in which it invests.
Distribution of Assets by Sector as of 12/31/08		% of Net Assets
Asset Backed and Mortgage-Backed Securities		42.5	%
U.S. Government and Agency		40.7
Corporate Bonds		12.7
Cash and Other		4.1

Total		100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	968.00	$	2.77
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.32		2.85
Class IB
Actual			1,000.00		966.50		4.05
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.01		4.17
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.56% and 0.82%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø AllianceBernstein L.P.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08
		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(33.94	)%	(1.11	)%	2.70	%	2.23	%
Portfolio – IB Shares		(34.12	)	(1.36	)	2.51		2.07
Russell 2000 Index		(33.79	)	(0.93	)	3.02		2.50
*	Date of inception 3/25/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 1/1/98
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (33.94)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 2000 Index, returned (33.79)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Sectors contributing to relative performance versus the benchmark included the Utilities, Consumer Staples, Telecommunications Services, Materials and Energy sectors.

•

On an individual stock basis, the leading contributors to relative performance included Petrohawk Energy, Alpha Natural Resources, Walter Industries, Inc., CF Industries Holdings, Inc. and Encore Acquisition.

What hurt performance during the year

•

The sectors that contributed the least for the reporting period were Information Technology, Consumer Discretionary, Industrials, Financials and Health Care.

•

On an individual stock basis, the leading detractors from performance included Hologic, Coeur d’Alene Mines Corp., Sothebys Holdings, National Financial Partners and Exco Resources, Inc.

Portfolio Positioning and Outlook

The portfolio will continue to meet its performance objective by approximating the investment return of the underlying index, the Russell 2000 Index.

It is not possible to invest directly in an unmanaged index such as Russell 2000 Index.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	22.9	%
Industrials	16.7
Information Technology	15.4
Health Care	15.0
Consumer Discretionary	11.1
Energy	4.4
Utilities	4.3
Consumer Staples	3.9
Materials	3.6
Telecommunication Services	1.2
Cash and Other	1.5

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs: (1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	727.60	$	2.08
Hypothetical (5% average annual return before expenses)			1,000.00		1,022.72		2.44
Class IB
Actual			1,000.00		726.40		3.12
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.52		3.66
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.48% and 0.72%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø T. Rowe Price Associates, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(41.94	)%	(6.69	)%	(3.79	)%	6.25	%
Portfolio – IB Shares		(42.10	)	(6.80	)	(3.85	)	6.22
Russell 1000 Growth Index		(38.44	)	(3.42	)	(4.27	)	7.49
*	Date of inception 5/16/07. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 8/1/88
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IB shares returned (42.10)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Growth Index, returned (38.44)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year:

•

Stock selection and a favorable underweight in the Energy sector contributed to relative outperformance, as it was one of the worst performers in the benchmark for the period. Selective large Integrated Oil companies that were less susceptible to energy price fluctuations contributed strongly.

•

Overweighting to the Health Care sector was decidedly favorable, but results were offset by stock selection.

•

Stock selection in the Materials sector helped results.

What hurt performance during the year:

•

Stock selection was the primary cause of overall relative underperformance.

•

Underweighting Consumer Staples relative to the bencmark, the top performing sector in the index, was detrimental to returns.

•

International holdings in the Financials sector dropped sharply as the U.S. downturn spread to the global economy.

Portfolio Positioning and Outlook

While many hope that the worst of the market volatility has run its course, we believe it is very likely that markets may continue to be challenging. Amid tempered growth prospects, we believe may be opportunities to invest in companies whose valuations and fundamentals are compelling. In our opinion, market fears and indiscriminate selling due to forced liquidations can lead to prices becoming disconnected from fundamentals, presenting significant buying opportunities. At the end of the period, the Portfolio was relatively overweight in Health Care and Telecommunication Services, and underweight in the Consumer Staples sector.


Sector Weightings as of 12/31/08	% of Net Assets
Information Technology	28.1	%
Health Care	25.8
Consumer Discretionary	9.6
Consumer Staples	9.4
Energy	7.5
Industrials	6.4
Telecommunication Services	4.7
Financials	2.8
Materials	2.4
Cash and Other	3.3

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	639.90	$	3.75
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.56		4.62
Class IB
Actual			1,000.00		638.80		4.78
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.30		5.89
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.91% and 1.16%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (40.69)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI World Index, returned (40.71)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

The Portfolio’s European holdings generally declined less than the benchmark, which was positive for relative performance.

•

The Portfolio benefited from stock selection and an underweighted position in the Materials sector, which was largely avoided as it was believed that many of the sector’s stocks were overvalued and had dubious earnings. The underweighting helped the Portfolio’s performance particularly in the second half of the year.

•

An overweighted allocation and stock selection in the Health Care sector also contributed to the Portfolio’s relative results. U.S. biopharmaceutical company Amgen was among the Portfolio’s top performers during the reporting period. Amgen’s stock price rallied as the company’s results beat analysts’ estimates and as the outlook improved for several of its pipeline drugs.

What hurt performance during the year

•

On a country basis, stock selection and underweighting in the U.S. and Japan detracted significantly from relative performance.

•

Stock selection in the Consumer Discretionary sector hindered relative results, as the sector was pressured by the worst consumer confidence readings in history and a significant downward revisions in spending forecasts.

•

Stock selection and an underweighted allocation in the Consumer Staples sector hurt relative performance during the reporting period. The Consumer Staples sector fared better than many other areas of the market due to the attractiveness of the sector’s near-term corporate earnings as investors sought safety in what they believed were defensive sectors.

Portfolio Positioning and Outlook

Global economic and financial market conditions deteriorated markedly. Equities were pummeled as the dramatically accelerating credit market turmoil progressed throughout the year. Valuation attrition was largely indiscriminate, and all regions and sectors suffered significant absolute losses. The period was divided roughly into two halves — the former marked by what appeared to be still robust global economic growth, soaring oil and commodity prices and worry over inflation, and the latter by spreading economic recession and the threat of deflation as the credit crisis systemically intensified. During the first half of the reporting period, the Portfolio’s value-oriented investment approach ran counter to those market sectors that traded on momentum such as commodities.


Sector Weightings as of 12/31/08	% of Net Assets
Health Care	17.0	%
Consumer Discretionary	15.7
Information Technology	13.9
Industrials	11.5
Financials	9.4
Energy	7.5
Telecommunication Services	6.7
Consumer Staples	1.5
Materials	1.1
Cash and Other	15.7

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	691.80	$	4.68
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.61		5.58
Class IB
Actual			1,000.00		690.80		5.74
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.35		6.85
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.10% and 1.35%, respectively, multiplied by 184/366 (to reflect the one-half year period for the hypothetical example).

PERFORMANCE SUMMARY

The Portfolio's Class IB shares returned (40.03)% for the year ended December 31, 2008. The Portfolio's benchmark, the Russell 1000 Index, returned (37.60)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

From an industry perspective, the Portfolio’s overweight positions in Banks, Railroads, and Biotech and an underweight position in Computer Hardware were the largest contributors to relative results.

•

In terms of individual stocks, the largest contributors to performance were overweights in Comcast Corp. and Wells Fargo & Co.

•

Also contributing to results from a stock perspective were underweight positions in AIG and Bank of America, as well as an overweight in Symantec Corp.

What hurt performance during the year

•

From an industry perspective, the Portfolio’s underweight position in Energy Reserves and overweight position in Oil Services, Semiconductors, and Motor Vehicles & Parts were the largest detractors from relative results.

•

In terms of individual stocks, the largest detractor from performance was an underweight position to Exxon Mobil Corp.

•

Also detracting from performance was the Portfolio’s overweight position to Sprint, Fifth Third Bancorp, Freddie Mac and R.H. Donnelley Corp.

Portfolio Positioning and Outlook

At the end of the period, the Portfolio was underweight Consumer Staples and, to a more modest degree, Materials. Additionally, the Portfolio was overweight the Consumer Discretionary sector and, to a lesser degree, the Financials and Health Care sectors. The Portfolio had overweight exposures to vehicles parts manufacturers, leisure companies including cruise lines and media. During the year, the Portfolio reduced its Health Care exposure as holdings in that area have generally fared relatively well. Proceeds were used to add to what, in our opinion, may be more attractively priced areas of the market.

We believe that investors are overly focused on the very challenging current economic environment and in the process are pricing many stocks as though today’s environment will last forever. During this type of great economic uncertainty, we have examined the strength of company balance sheets and placed an increased emphasis on identifying situations where a liquidity crunch could adversely affect a company's underlying fundamental value. However, despite the enormous risks that clearly remain on a number of fronts, we believe the unprecedented policy response by governments globally, combined with the inherently cyclical nature of the global economy, will eventually lead back to economic growth. As investors begin to look through this particularly deep trough in economic activity to the eventual recovery, we believe that the fear-based mentality that has dominated will abate and companies will be priced at

levels more consistent with their ability to generate free cash flow on behalf of investors over time.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	15.7	%
Consumer Discretionary	15.5
Health Care	15.1
Information Technology	14.1
Industrials	12.9
Energy	11.6
Utilities	5.9
Consumer Staples	4.4
Telecommunication Services	2.6
Investment Companies	1.0
Materials	0.5
Cash and Other	0.7

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IB
Actual		$	1,000.00	$	679.10	$	4.43
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.86		5.33
*	Expenses are equal to the Portfolio’s Class IB shares annualized expense ratios of 1.05% multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (36.79)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell 1000 Value Index, returned (36.85)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Relative to the benchmark, the Portfolio was bolstered primarily by an overweight in the Consumer Staples sector, and stock selection and the resulting overweight in the Health Care sector. Although both Consumer Staples and Health Care had negative absolute returns during the period, the sectors sustained smaller declines than other areas of the market, owing to their “defensiveness,” or lower sensitivity to economic conditions.

•

The Telecommunication Services sector, in which the Portfolio holds two stocks, further bolstered performance relative to the benchmark during the period.

What hurt performance during the year

•

As compared to the benchmark, the chief detractor from relative performance was the Portfolio’s significant underweight in Energy stocks. Very few Energy stocks have appeared attractive, even with oil prices falling dramatically in recent months, as energy companies for the most part have not yet had to adjust to the less robust economic scenario.

•

The Portfolio’s minimal exposure to the Utilities sector was another area of relative weakness.

•

Relative to the benchmark, however, the Portfolio’s overweight in the Financials sector had the largest negative impact, although stock selection provided a small positive contribution.

•

Stock selection in the Consumer Discretionary sector, primarily media holdings, also dampened relative performance.

Portfolio Positioning and Outlook

At period-end, the Portfolio held what we believe to be high quality, yet undervalued growth companies exhibiting attractive future prospects and a healthy free cash flow. Many “cyclical” stocks (those in more economically sensitive sectors such as Energy and Industrials) still appear unattractive. At year’s end, the Financials sector was the largest sector weight, broadly diversified across banks, brokerage and insurance stocks.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	21.7	%
Health Care	16.5
Consumer Discretionary	16.0
Consumer Staples	15.6
Information Technology	9.9
Telecommunication Services	5.5
Materials	4.8
Industrials	3.4
Energy	3.0
Cash and Other	3.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	760.20	$	3.32
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.37		3.81
Class IB
Actual			1,000.00		759.40		4.42
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.11		5.08
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.75% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PORTFOLIO ADVISER

Ø Morgan Stanley Investment Management, Inc.

PERFORMANCE RESULTS

LOGO


Annualized Total Returns as of 12/31/08

		1 Year		5 Years		10 Years		Since Incept.**
Portfolio – IA Shares*		(57.14	)%	6.67	%	8.49	%	2.45	%
Portfolio – IB Shares		(57.28	)	6.39		8.32		2.31
MSCI Emerging Markets Free (Gross Dividends) Index		(53.18	)	8.02		9.31		3.89
*	Date of inception 10/2/02. Returns shown for Class IA shares prior to this period are derived from the historical performance of Class IB shares adjusted to reflect the 12b-1 fees, applicable to Class IB shares; Class IA shares are not subject to any 12b-1 fees.
**	Date of inception 8/20/97
Returns for periods greater than one year are annualized

Past performance is not indicative of future results.

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (57.14)% for the year ended December 31, 2008. The Portfolio’s benchmark, the MSCI Emerging Markets Free (Gross Dividends) Index, returned (53.18)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Relative to the benchmark, overall country allocation contributed favorably to performance.

•

An overweight allocation to Panama and underweight allocations to Egypt and Hungary bolstered relative performance.

•

Stock selection in India also added to relative gains.

What hurt performance during the year

•

Stock selection in China, Brazil and Mexico detracted from relative returns.

•

An underweight allocation to Taiwan and stock selection within the country hurt relative performance.

•

An underweight allocation to Israel also hampered relative performance.

Portfolio Positioning and Outlook

After having borrowed growth from the future, the U.S. economy will have to sacrifice growth for some time to come. In the emerging markets, the era of high economic growth has ended but we believe growth at lower levels may continue. By our analysis, growth may be driven primarily by domestic consumption as the growth model that once depended on foreign flows may now depend on domestic savings. Emerging markets consumers—in sharp contrast to their U.S. counterparts—remain underleveraged. Thus, as inflation further settles down and interest rates fall, domestic consumption in emerging markets could resume and provide some cushion to the investment and global economic slowdown. From an investment perspective, emerging markets appear to be trading at a discount to developed markets. In a low return world, the emerging markets may hold relatively more appeal than the U.S. due to growth differentials.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	25.9	%
Telecommunication Services	18.2
Information Technology	10.5
Consumer Discretionary	10.1
Energy	9.0
Consumer Staples	8.6
Materials	5.6
Industrials	4.3
Utilities	2.8
Health Care	0.9
Cash and Other	4.1

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

As a shareholder of the Portfolio, you incur two types of costs:

(1)transaction costs, including applicable sales charges and redemption fees; and (2)ongoing costs, including management fees, distribution (12b-1) fees (in the case of Class IB shares of the Trust), and other Portfolio expenses. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	512.00	$	5.74
Hypothetical (5% average annual return before expenses)			1,000.00		1,017.55		7.66
Class IB
Actual			1,000.00		511.40		6.80
Hypothetical (5% average annual return before expenses)			1,000.00		1,016.14		9.07
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.51% and 1.79%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (47.17)% for the year ended December 31, 2008. The Portfolio’s benchmark, the Russell Mid Cap Growth Index, returned (44.32)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection in the Other Energy sector was the largest positive contributor to relative performance, primarily due to natural gas producers. However, an underweight relative to the benchmark in the Other Energy sector slightly offset some of the relative gain.

•

Both stock selection and an overweight in Autos and Transportation added relative value, driven by miscellaneous transportation (logistics) holdings.

•

Finally, the Portfolio benefited from both stock selection and an underweight in the Producer Durables sector. Within the sector, Telecommunications Equipment stocks were the strongest contributors.

What hurt performance during the year

•

Stock selection in the Consumer Discretionary sector had the largest negative impact on relative performance, despite the positive influence of an overweight to the sector. The main detractors within the sector were holdings in commercial services and hotel/motel stocks.

•

Stock selection in Financial Services was another relative detractor, which more than offset the benefit of an overweight in the sector. Here, diversified financial services stocks were the primary area of weakness.

•

The third largest area of relative underperformance came from stock selection in Technology, where holdings in computer services software and systems lagged.

Portfolio Positioning and Outlook

In our view, market volatility is far greater than fundamental business volatility. The market is fearful, with investors making little differentiation on fundamentals and quality. It is our goal to hold a portfolio of high-quality growth stocks we believe will perform well regardless of the market environment. To that end, the investment team continues to focus on quality – evaluating the nature and sustainability of a company’s competitive advantage and balance sheet strength. We continue to favor companies that have some uniqueness or dynamic competitive advantage in their business model, with a high quality stream of cash flow and earnings growth and the ability to redeploy capital at a high rate of return.


Sector Weightings as of 12/31/08	% of Net Assets
Consumer Discretionary	25.2	%
Information Technology	13.9
Energy	12.8
Industrials	12.5
Health Care	10.8
Financials	9.3
Materials	6.8
Utilities	1.1
Telecommunication Services	1.0
Cash and Other	6.6

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	581.90	$	3.22
Hypothetical (5% average annual return before expenses)			1,000.00		1,021.06		4.12
Class IB
Actual			1,000.00		581.20		4.21
Hypothetical (5% average annual return before expenses)			1,000.00		1,019.81		5.38
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 0.81% and 1.06%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

PERFORMANCE SUMMARY

The Portfolio’s Class IA shares returned (38.68)% for the year ended December 31, 2008. The Portfolio’s benchmark, the NAREIT Equity REIT Index, returned (37.73)% over the same period.

Portfolio Highlights

For the year ended December 31, 2008

What helped performance during the year

•

Stock selection was strong in the Shopping Center, Mall and Apartment sectors.

•

The Portfolio benefited from the overweight to the Apartment sector and the underweight to the Industrial sector.

What hurt performance during the year

•

Sock selection in the Hotel and Industrial sectors hampered relative returns.

•

Underweights to the Health Care and Storage sectors also hindered returns, as did an overweight to the Hotel sector.

Portfolio Positioning and Outlook

We have maintained our core investment philosophy as a real estate value investor. This resulted in the ownership of stocks whose share prices provide real estate exposure at what we believe is the best valuation relative to their underlying asset values. Given the unprecedented current lack of clarity on underlying asset values due to the lack of liquidity for assets, we have favored stocks whose share prices already more than reflect prospective declines in underlying asset values according to our analysis. In addition, we seek to invest in companies that we believe are well-positioned to weather the current liquidity crisis and have a capital plan that is appropriately conservative due to the uncertain timing of the recovery of the credit markets.


Sector Weightings as of 12/31/08	% of Net Assets
Financials	88.7	%
Consumer Discretionary	5.8
Health Care	0.7
Cash and Other	4.8

Total	100.0	%

UNDERSTANDING YOUR EXPENSES:

The examples are based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2008 and held for the entire six-month period.

Actual Expenses

The first line of the table to the right provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. 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 in the first line under the heading entitled ‘‘Expenses Paid During Period’’ to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

EXAMPLE


		Beginning Account Value 7/1/08		Ending Account Value 12/31/08		Expenses Paid During Period* 7/1/08 - 12/31/08
Class IA
Actual		$	1,000.00	$	642.10	$	4.17
Hypothetical (5% average annual return before expenses)			1,000.00		1,020.06		5.13
Class IB
Actual			1,000.00		639.90		5.19
Hypothetical (5% average annual return before expenses)			1,000.00		1,018.80		6.39
*	Expenses are equal to the Portfolio’s Class IA and Class IB shares annualized expense ratios of 1.01% and 1.26%, respectively, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).


	Number of Shares	Value (Note 1)
INVESTMENT COMPANIES:
EQ/AXA Rosenberg Long/Short Value Portfolio‡	1,071,512	$	10,843,701
EQ/BlackRock Basic Value Equity Portfolio‡	1,764,108		17,052,035
EQ/BlackRock International Value Portfolio‡	996,894		8,662,371
EQ/Boston Advisors Equity Income Portfolio‡	1,117,759		4,764,206
EQ/Davis New York Venture Portfolio‡	886,570		5,952,868
EQ/Evergreen International Bond Portfolio‡	299,764		2,864,906
EQ/Franklin Small Cap Value Portfolio‡	805,670		5,222,730
EQ/GAMCO Mergers & Acquisitions Portfolio‡	652,305		6,549,376
EQ/GAMCO Small Company Value Portfolio‡	368,976		7,727,202
EQ/International Core PLUS Portfolio‡	2,836,446		19,275,554
EQ/Large Cap Core PLUS Portfolio‡	1,754,657		9,933,140
EQ/Large Cap Growth PLUS Portfolio‡	1,178,487		13,340,694
EQ/Large Cap Value PLUS Portfolio‡	112,295		870,846
EQ/Long Term Bond Portfolio‡	1,033,418		14,017,431
EQ/Marsico Focus Portfolio‡	476,460		4,922,941
EQ/Money Market Portfolio‡	2,650,041		2,650,160
EQ/PIMCO Real Return Portfolio‡	826,479		7,665,704
EQ/Quality Bond PLUS Portfolio‡	422,473		3,698,534
EQ/Short Duration Bond Portfolio‡	1,081,553		10,061,043
EQ/Small Company Index Portfolio‡	330,367		2,235,285
EQ/Van Kampen Emerging Markets Equity Portfolio‡	877,852		6,711,240
EQ/Van Kampen Real Estate Portfolio‡	1,194,019		5,751,777
iShares COMEX Gold Trust*	73,840		6,398,974
iShares Dow Jones U.S. Oil & Gas Exploration & Production Index Fund	30,720		1,184,563
iShares Dow Jones U.S. Utilities Sector Index Fund	15,100		1,049,450
iShares JP Morgan USD Emerging Markets Bond Fund	8,460		795,071
iShares MSCI EAFE Small Cap Index Fund	64,800		1,666,008
iShares S&P Global Clean Energy Index Fund	23,510		502,409
iShares S&P Global Energy Sector Index Fund	53,510		1,565,703
iShares S&P North American Natural Resources Sector Index Fund	153,760		3,893,203
iShares S&P World ex-U.S. Property Index Fund	54,300		1,282,566
iShares Silver Trust*	116,650		1,312,313
Multimanager Core Bond Portfolio‡	1,045,980		10,314,111


	Number of Shares		Value (Note 1)
Multimanager High Yield Portfolio‡		697,066	$	2,486,173
Multimanager International Equity Portfolio‡		1,363,078		11,309,261
Multimanager Large Cap Core Equity Portfolio‡		1,417,475		9,899,127
Multimanager Large Cap Value Portfolio‡		1,219,340		8,797,214
Multimanager Mid Cap Growth Portfolio‡		299,009		1,528,771
Multimanager Mid Cap Value Portfolio‡		734,289		4,241,342
Multimanager Small Cap Growth Portfolio‡		1,075,101		5,547,444
Multimanager Small Cap Value Portfolio‡		99,863		691,545

Total Investment Companies (99.9%) (Cost $350,719,063)				245,238,992


	Principal Amount		Value (Note 1)
SHORT-TERM INVESTMENT:
Time Deposit (0.1%)
JP Morgan Chase Nassau 0.001%, 1/2/09 (Amortized Cost $209,815)	$	209,815		209,815

Total Investments (100.0%) (Cost/Amortized Cost $350,928,878)				245,448,807
Other Assets Less Liabilities (0.0%)				(48,432	)

Net Assets (100%)			$	245,400,375

‡	Affiliated company as defined under the Investment Company Act of 1940.

The holdings in affiliated Investment Companies are all Class A shares for AXA Premier VIP Trust Portfolios and Class IA shares for EQ Advisors Trust Portfolios.

Investments in companies which were affiliates for the year ended December 31, 2008, were as follows:

Various inputs are used in determining the value of the Portfolio’s investments. These inputs are summarized in the three broad levels listed below:

• Level 2 - Significant other observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)

• Level 3 - Significant unobservable inputs (including the Portfolio’s own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, money market securities are valued using amortized cost, in accordance with rules under the Investment Company Act of 1940. Generally, amortized cost approximates the current fair value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected as Level 2.

The following is a summary of the inputs used to value the Portfolio’s net assets as of December 31, 2008:

Investment security transactions for the year ended December 31, 2008 were as follows:

The holdings in Investment Companies are all Class IA shares for EQ Advisors Trust Portfolios.