Subsequent Event.

On June 24, 2015, the Board approved three separate reorganizations of Balanced
Portfolio, Growth Portfolio, and Small Cap Growth Portfolio (each, a Merging
Portfolio) into Mid Cap Growth Portfolio (the Surviving Portfolio,
and together with the Merging Portfolios, the Portfolios) (each a
Reorganization).Each Reorganization is independent of the others, and the
Reorganization of any Merging Portfolio may proceed even if the Reorganization
of one or both of the other Merging Portfolios is postponed or cancelled. All
Portfolios are series of the Trust. Each Reorganization will take effect on or
about November 6, 2015. No shareholder vote is required for any of the
Reorganizations. At the time of each Reorganization, contractholders
who are shareholders of a Merging Portfolio (indirectly through a separate
account) automatically will become shareholders (again, indirectly through that
separate account) of the Surviving Portfolio, receiving shares of the Surviving
Portfolio having an aggregate net asset value equal to the contractholders
shares in the Merging Portfolio.