N-CSR 1 dncsr.htm CERTIFIED ANNUAL SHAREHOLDER REPORT Certified Annual shareholder report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-05876

LORD ABBETT SERIES FUND, INC.

(Exact name of Registrant as specified in charter)

90 Hudson Street, Jersey City, NJ 07302

(Address of principal executive offices) (Zip code)

Thomas R. Phillips, Esq., Vice President & Assistant Secretary

90 Hudson Street, Jersey City, NJ 07302

(Name and address of agent for service)

Registrant’s telephone number, including area code: (800) 201-6984

Date of fiscal year end: 12/31

Date of reporting period: 12/31/09

 


Item 1: Report(s) to Shareholders.

 


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—All Value Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — All Value Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund — All Value Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index 2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index6) for the fiscal year.

Q: How did the All Value Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 25.97%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the

 

1


 

 

 

Russell 3000® Value Index, which had a total return of 19.76% in the same period.

Q: What were the most significant factors affecting performance?

A: The most significant contributors to the Fund’s performance relative to its benchmark for the 12-month period were the energy, healthcare, and consumer discretionary sectors.

Among the individual holdings that contributed to performance were consumer discretionary holding Wynn Resorts, Ltd., an operator of luxury hotels and destination casino resorts in Las Vegas, Nevada and in Macau, China; energy holding Williams Companies, Inc., an integrated natural gas company; and healthcare holding Schering-Plough Corp., a worldwide pharmaceutical company that discovers and markets new therapies and treatment programs.

The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the financial services, materials and processing, and technology sectors.

Among the individual holdings that detracted from performance were consumer staples holding The Kroger Company, an operator of supermarkets and convenience stores; financial services holding Aon Corp., an insurance services holding company; and materials and processing holding Barrick Gold Corp., an international gold company with operating mines and development projects.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index is composed of 2,000 securities with market values ranging from $25 million to $275 million. The Growth Index is comprised of securities in the Russell 2000® Index with higher price-to-book ratios and higher forecasted growth.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or

 

2


 

 

 

when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During the period covered by this report, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

 

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 3000® Value Index and the Russell 1000® Value Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    5 Years    Life of Class

Class VC2

   25.97%    3.29%    8.33%

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index begins on April 30, 2003.

2    The Class VC shares were first offered on April 30, 2003.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
       7/1/09   12/31/2009   7/1/09 -
12/31/2009

Class VC

        

Actual

     $ 1,000.00   $ 1,219.50   $ 6.43

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,019.41   $ 5.85
 

Net expenses are equal to the Fund’s annualized expense ratio of 1.15%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   12.34%

Consumer Staples

   1.38%

Energy

   16.40%

Financial Services

   18.59%

Healthcare

   22.17%

Materials & Processing

   5.85%

Producer Durables

   14.03%

Technology

   8.43%

Short-Term Investment

   0.81%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      Value
(000)
LONG-TERM INVESTMENTS 98.71%
COMMON STOCKS 97.65%
Advertising Agencies 1.20%
Omnicom Group, Inc.   33,100      $ 1,296
          
Aerospace 2.02%
Curtiss-Wright Corp.   12,200        382
General Dynamics Corp.   8,713        594
United Technologies Corp.   17,234        1,196
          
Total          2,172
          
Air Transportation 0.27%
Bristow Group, Inc.*   7,500        288
          
Asset Management & Custodian 0.67%
State Street Corp.   16,500        718
          
Auto Parts 1.55%
Autoliv, Inc. (Sweden)(a)   9,708        421
WABCO Holdings, Inc.   48,500        1,251
          
Total              1,672
          
Automobiles 2.23%
Ford Motor Co.*   178,600        1,786
Honda Motor Co., Ltd. ADR   18,200        617
          
Total          2,403
          
Banks: Diversified 5.94%
Bank of America Corp.   75,300        1,134
City National Corp.   23,500        1,072
Commerce Bancshares, Inc.   20,960        812
Cullen/Frost Bankers, Inc.   27,800        1,390
KeyCorp   101,400        563
PNC Financial Services Group, Inc. (The)   6,300        333
SunTrust Banks, Inc.   22,900        465
Wells Fargo & Co.   23,600        637
          
Total          6,406
          
Investments   Shares      Value
(000)
Biotechnology 3.37%
Amgen, Inc.*   49,700      $ 2,812
Onyx Pharmaceuticals, Inc.*   28,000        822
          
Total          3,634
          
Building Materials 0.41%
Quanex Building Products Corp.   19,150        325
Trex Co., Inc.*   5,800        114
          
Total          439
          
Casinos & Gambling 0.31%
International Game Technology   17,700        332
          
Chemical: Diversified 0.34%
Celanese Corp. Series A   11,500        369
          
Commercial Services 1.06%
Accenture plc Class A (Ireland)(a)   27,579        1,145
          
Commercial Services: Rental & Leasing 0.26%
GATX Corp.   9,900        285
          
Computer Services, Software & Systems 5.83%
Adobe Systems, Inc.*   42,800        1,574
Autodesk, Inc.*   23,300        592
Intuit, Inc.*   31,500        967
McAfee, Inc.*   19,200        779
Microsoft Corp.   60,300        1,839
VeriFone Holdings, Inc.*   32,200        527
          
Total              6,278
          
Computer Technology 1.19%
EMC Corp.*   27,831        486
Hewlett-Packard Co.   15,500        798
          
Total          1,284
          
Consumer Lending 1.16%
Berkshire Hathaway, Inc. Class B*   382        1,255
          

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Diversified Financial Services 6.55%
Capital One Financial Corp.   39,552      $ 1,516
JPMorgan Chase & Co.   47,400        1,975
Lazard Ltd. Class A   46,800        1,777
Morgan Stanley   33,700        998
Raymond James Financial, Inc.   33,500        796
          
Total          7,062
          
Diversified Manufacturing Operations 3.47%
Eaton Corp.   27,070        1,722
Honeywell International, Inc.   22,500        882
ITT Corp.   22,800        1,134
          
Total              3,738
          
Diversified Materials & Processing 0.25%
Hexcel Corp.*   20,800        270
          
Diversified Retail 0.24%
Nordstrom, Inc.   7,000        263
          
Engineering & Contracting Services 0.52%
Jacobs Engineering Group, Inc.*   15,000        564
          
Financial Data & Systems 0.83%
MasterCard, Inc. Class A   3,496        895
          
Foods 0.74%
J.M. Smucker Co. (The)   12,900        797
          
Gas Pipeline 1.98%
El Paso Corp.   122,300        1,202
EQT Corp.   21,300        935
          
Total          2,137
          
Gold 2.15%
Barrick Gold Corp. (Canada)(a)   58,772        2,314
          
Healthcare Facilities 1.78%
DaVita, Inc.*   32,700        1,921
          
Investments   Shares      Value
(000)
Healthcare Management Services 2.23%
CIGNA Corp.   32,500      $ 1,146
Humana, Inc.*   28,705        1,260
          
Total          2,406
          
Healthcare Services 1.46%
McKesson Corp.   25,100        1,569
          
Hotel/Motel 2.42%
Marriott International, Inc. Class A   38,839        1,058
Starwood Hotels & Resorts Worldwide, Inc.   34,000        1,243
Wynn Resorts Ltd.   5,200        303
          
Total              2,604
          
Household Equipment/Products 0.72%
Fortune Brands, Inc.   17,900        773
          
Insurance: Multi-Line 1.74%
ACE Ltd. (Switzerland)*(a)   7,400        373
Aon Corp.   9,900        380
Markel Corp.*   1,700        578
MetLife, Inc.   15,424        545
          
Total          1,876
          
Leisure Time 0.15%
Carnival Corp. Unit*   5,000        158
          
Luxury Items 0.52%
Fossil, Inc.*   16,600        557
          
Machinery: Industrial 1.09%
EnPro Industries, Inc.*   17,200        454
Kennametal, Inc.   27,700        718
          
Total          1,172
          
Medical & Dental Instruments & Supplies 4.16%
C.R. Bard, Inc.   9,917        773
Cooper Cos., Inc. (The)   18,300        698
Patterson Cos., Inc.*   38,200        1,069
Stryker Corp.   22,800        1,148

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Medical & Dental Instruments & Supplies (continued)
Zimmer Holdings, Inc.*   13,500      $ 798
          
Total          4,486
          
Medical Equipment 2.32%
Thermo Fisher Scientific, Inc.*   28,500        1,359
Varian Medical Systems, Inc.*   24,400        1,143
          
Total          2,502
          
Metal Fabricating 1.31%
Reliance Steel & Aluminum Co.   32,700        1,413
          
Metals & Minerals: Diversified 0.10%
Agnico-Eagle Mines Ltd. (Canada)(a)   2,000        108
          
Miscellaneous: Consumer Staples 0.63%
Diageo plc ADR   9,800        680
          
Oil: Crude Producers 3.75%
Apache Corp.   6,400        660
Noble Energy, Inc.   11,500        819
Southwestern Energy Co.*   16,500        795
XTO Energy, Inc.   37,900            1,763
          
Total          4,037
          
Oil: Integrated 6.47%
Cenovus Energy, Inc. (Canada)(a)   30,500        769
Chevron Corp.   8,100        624
EnCana Corp. (Canada)(a)   30,500        988
Exxon Mobil Corp.   37,500        2,557
Williams Cos., Inc. (The)   96,600        2,036
          
Total          6,974
          
Oil Well Equipment & Services 4.12%
Halliburton Co.   48,600        1,462
Helmerich & Payne, Inc.   11,100        443
Investments   Shares      Value
(000)
Schlumberger Ltd.   14,500      $ 944
Smith International, Inc.   23,000        625
Superior Energy Services, Inc.*   39,800        967
          
Total          4,441
          
Pharmaceuticals 6.74%
Abbott Laboratories   44,170        2,385
AmerisourceBergen Corp.   62,300        1,624
Warner Chilcott plc Class A (Ireland)*(a)   70,600        2,010
Watson Pharmaceuticals, Inc.*   31,448        1,246
          
Total              7,265
          
Producer Durables: Miscellaneous 0.59%
SPX Corp.   11,600        635
          
Railroads 1.97%
Canadian National Railway Co. (Canada)(a)   9,400        511
Kansas City Southern*   48,500        1,615
          
Total          2,126
          
Scientific Instruments: Control & Filter 2.32%
Parker Hannifin Corp.   20,513        1,105
Robbins & Myers, Inc.   42,800        1,007
Roper Industries, Inc.   7,400        388
          
Total          2,500
          
Scientific Instruments: Electrical 0.11%
AMETEK, Inc.   3,000        115
          
Securities Brokerage & Services 0.55%
Charles Schwab Corp. (The)   31,300        589
          
Semiconductors & Components 1.37%
Micron Technology, Inc.*   98,200        1,037
Xilinx, Inc.   17,486        438
          
Total          1,475
          

 

See Notes to Financial Statements.

 

9


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Shares          
Value
(000)
Specialty Retail 1.71%
American Eagle Outfitters, Inc.   45,700      $ 776
Children’s Place Retail Stores, Inc. (The)*   12,300        406
Lowe’s Cos., Inc.   28,200        660
          
Total          1,842
          
Steel 1.26%
Nucor Corp.   15,100        704
United States Steel Corp.   11,900        656
          
Total          1,360
          
Textiles Apparel & Shoes 1.24%
Guess?, Inc.   5,300        224
NIKE, Inc. Class B   10,700        707
Timberland Co. (The) Class A*   22,500        403
          
Total          1,334
          
Truckers 0.28%
Heartland Express, Inc.   20,000        305
          
Total Common Stocks (cost $92,802,428)          105,239
          
PREFERRED STOCK 1.06%
Banks: Diversified       
Bank of America Corp.* (cost $1,143,000)   76,200        1,137
          
Total Long-Term Investments (cost $93,945,428)          106,376
          
Investments   Principal
Amount
(000)
     Value
(000)
SHORT-TERM INVESTMENT 0.80%
Repurchase Agreement
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $875,000 of Federal National Mortgage Assoc. 1.722% due 5/10/2011; value: $881,563; proceeds: $863,923 (cost $863,923)   $ 864      $ 864
          
Total Investments in Securities 99.51% (cost $94,809,351)          107,240
          
Cash and Other Assets in Excess of Liabilities 0.49%          529
          
Net Assets 100.00%        $ 107,769
          
ADR   American Depositary Receipt.
Unit   More than one class of securities traded together.
*   Non-income producing security.
(a)  

Foreign security traded in U.S. dollars.

 

See Notes to Financial Statements.

 

10


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $94,809,351)

   $ 107,240,100   

Cash

     2,190   

Receivables:

  

Investment securities sold

     977,526   

Capital shares sold

     64,893   

Dividends

     63,425   

From advisor (See Note 3)

     11,539   

Prepaid expenses

     1,033   

Total assets

     108,360,706   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     320,422   

Management fee

     64,591   

Capital shares reacquired

     47,618   

Directors’ fees

     3,650   

Fund administration

     3,445   

Accrued expenses and other liabilities

     152,175   

Total liabilities

     591,901   

NET ASSETS

   $ 107,768,805   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 108,339,955   

Undistributed net investment income

     27,004   

Accumulated net realized loss on investments and foreign currency related transactions

     (13,028,903

Net unrealized appreciation on investments

     12,430,749   

Net Assets

   $ 107,768,805   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     7,240,365   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

     $14.88   

 

See Notes to Financial Statements.

 

11


Statement of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends (net of foreign withholding taxes of $11,460)

   $ 1,222,787   

Interest

     277   

Total investment income

     1,223,064   

Expenses:

  

Management fee

     670,046   

Shareholder servicing

     325,716   

Professional

     38,311   

Fund administration

     35,736   

Reports to shareholders

     32,607   

Custody

     16,932   

Directors’ fees

     2,812   

Other

     2,133   

Gross expenses

     1,124,293   

Expense reductions (See Note 7)

     (189

Management fees waived and expenses reimbursed (See Note 3)

     (96,692

Net expenses

     1,027,412   

Net investment income

     195,652   

Net realized and unrealized gain (loss):

  

Net realized loss on investments and foreign currency related transactions

     (5,385,837

Net change in unrealized appreciation/depreciation on investments

     27,388,821   

Net realized and unrealized gain

     22,002,984   

Net Increase in Net Assets Resulting From Operations

   $ 22,198,636   

 

See Notes to Financial Statements.

 

12


Statements of Changes in Net Assets

 

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 195,652      $ 515,467   

Net realized loss on investments and foreign currency related transactions

     (5,385,837     (7,629,201

Net change in unrealized appreciation/depreciation on investments

     27,388,821        (23,361,470

Net increase (decrease) in net assets resulting from operations

     22,198,636        (30,475,204

Distributions to shareholders from:

    

Net investment income

     (165,971     (515,508

Net realized gain

            (590,433

Total distributions to shareholders

     (165,971     (1,105,941

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     25,661,346        19,957,124   

Reinvestment of distributions

     165,971        1,105,941   

Cost of shares reacquired

     (16,975,453     (14,344,503

Net increase in net assets resulting from capital share transactions

     8,851,864        6,718,562   

Net increase (decrease) in net assets

     30,884,529        (24,862,583

NET ASSETS:

    

Beginning of year

   $ 76,884,276      $ 101,746,859   

End of year

   $ 107,768,805      $ 76,884,276   

Undistributed (distributions in excess of) net investment income

   $ 27,004      $ (2,572

 

See Notes to Financial Statements.

 

13


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

  

       

Net asset value, beginning of year

  $11.83      $16.84      $16.48      $14.82      $13.95   
                             

Investment operations:

         

Net investment income(a)

  .03      .08      .10      .11      .09   

Net realized and unrealized gain (loss)

  3.04      (4.92   1.01      2.06      .88   
                             

Total from investment operations

  3.07      (4.84   1.11      2.17      .97   
                             

Distributions to shareholders from:

         

Net investment income

  (.02   (.08   (.09   (.09   (.05

Net realized gain

       (.09   (.66   (.42   (.05
                             

Total distributions

  (.02   (.17   (.75   (.51   (.10
                             

Net asset value, end of year

  $14.88      $11.83      $16.84      $16.48      $14.82   
                             

Total Return(b)

  25.97   (28.67 )%    6.72   14.64   6.95

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions and including management fees waived and expenses reimbursed

  1.15   1.15   1.15   1.15   1.14

Expenses, including expense reductions, management fees waived and expenses reimbursed

  1.15   1.15   1.15   1.15   1.14

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  1.26   1.27   1.24   1.30   1.75

Net investment income

  .22   .56   .55   .69   .66
Supplemental Data:                                   

Net assets, end of year (000)

  $107,769      $76,884      $101,747      $75,940      $34,277   

Portfolio turnover rate

  85.09   81.82   62.96   59.92   34.89
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

 

See Notes to Financial Statements.

 

14


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers All Value Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is long-term growth of capital and income without excessive fluctuations in market value. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns

 

15


Notes to Financial Statements (continued)

 

remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

(g)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(h)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

16


Notes to Financial Statements (continued)

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*   

Level 1

(000)

  

Level 2

(000)

  

Level 3

(000)

  

Total

(000)

Common Stocks

   $ 105,239    $    $     –    $ 105,239

Preferred Stock

     1,137                1,137

Repurchase Agreement

          864           864

Total

   $ 106,376    $ 864    $    $ 107,240
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .75%

Next $1 billion

   .70%

Over $2 billion

   .65%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .75% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .40% of average daily net assets.

Effective May 1, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of 1.15% of average daily net assets.

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’

 

17


Notes to Financial Statements (continued)

 

accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $312,688 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/09

  

Year Ended

12/31/08

Distributions paid from:

     

Ordinary income

   $ 165,971    $ 515,508

Net long-term capital gains

          590,433

Total distributions paid

   $ 165,971    $ 1,105,941

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 30,654   

Total undistributed earnings

   $ 30,654   

Capital loss carryforwards*

     (12,476,053

Temporary differences

     (306,856

Unrealized gains – net

     12,181,105   

Total accumulated losses – net

   $ (571,150
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$3,313,767   $ 9,162,286   $ 12,476,053

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $303,206 during fiscal 2009.

 

18


Notes to Financial Statements (continued)

 

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 95,058,995   

Gross unrealized gain

     14,788,192   

Gross unrealized loss

     (2,607,087

Net unrealized security gain

   $ 12,181,105   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Undistributed Net

Investment Income

 

Accumulated

Net Realized

Loss

$(105)   $ 105

The permanent differences are attributable to the tax treatment of foreign currency transactions.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$84,405,389   $ 73,870,090

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

19


Notes to Financial Statements (concluded)

 

9.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with investing in equity securities as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large value stocks, in which the Fund invests a significant portion of its assets, may perform differently than the market as a whole and other types of stocks, such as mid-sized or small-company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. Mid-cap and small-cap company stocks in which the Fund may invest may be more volatile and less liquid than large-cap stocks. The market may fail to recognize the intrinsic value of a particular value stock for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to its investments in multinational companies, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

10.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   2,046,125      1,369,134   

Reinvestment of distributions

   11,057      98,569   

Shares reacquired

   (1,314,208   (1,011,996

Increase

   742,974      455,707   

11.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

20


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the All Value Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the All Value Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

21


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

 

22


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush-O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

23


Basic Information About Management (continued)

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

 

24


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 - 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst — other investment strategies (2000 - 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

 

25


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

26


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the investment performance of the Fund was in the third quintile of its peer group for the nine-month period and in the first quintile for the one-year, three-year, and five-year periods. The Board also observed that the investment performance was lower than that of the Lipper Variable Underlying Funds Multi-Cap Value Index for the nine-month period and higher than that of the Index for the one-year, three-year, and five-year periods. The Board also noted that the Fund’s investment objective, strategy, and investment team were identical to those of Securities Trust — Fundamental Equity Fund and that the performance of the Class A shares of Fundamental Equity Fund was in the second quintile of its performance universe and higher than the relevant Lipper index for the ten-year period.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment

 

27


objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board also observed that in 2009 one of the Fund’s portfolio managers, Howard E. Hansen, had left Lord Abbett, with Robert P. Fetch continuing as portfolio manager for the Fund, assisted by Deepak Khanna. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board noted that it and Lord Abbett had agreed to an expense reimbursement agreement through April 30, 2009 that limited all expenses other than management fees to not more than 0.40%, but that Lord Abbett had not entered into a new agreement, and instead had made voluntary reimbursements that had the effect of keeping the total expense ratio at 1.15%, which reimbursements it could end at any time. The Board observed that for the year-to-date period ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately four basis points above the median of the peer group and the actual management and administrative services fee rates were approximately fourteen basis points above the median of the peer group. The Board observed that for the year-to-date period ended September 30, 2009 (annualized) the Fund’s total expense ratio was approximately nine basis points above the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the current expense ratio, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal

 

28


year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

29


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 100% of the ordinary income distribution paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

30


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

All Value Portfolio

 

LASFAV-2-1209

(02/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—America’s Value Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — America’s Value Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund — America’s Value Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index 2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index6) for the fiscal year.

In the fixed income market, the assumption of credit risk was rewarded in the 12-month period. In general, lower credit quality securities outperformed those with higher credit quality ratings. The investment-grade corporate bond market (as measured by the Barclays Capital U.S. Aggregate Bond Index7)

 

1


 

 

 

returned 5.93% while high-yield bonds (as measured by the BofA Merrill Lynch High Yield Master II Constrained Index8) returned 58.10%. Specifically, the BofA Merrill Lynch U.S. High Yield CCC-Rated Index9 led major bond indexes with a total return of 96.79%, followed by the BofA Merrill Lynch U.S. High Yield B-Rated Index9 up 47.64%, and the BofA Merrill Lynch U.S. High Yield BB-Rated Index 9 up 45.21%. This trend was similar within convertible securities, with lower-rated credits outperforming higher-rated by a wide margin.

Q: How did the America’s Value Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 23.41%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the S&P 500 Index, which posted a total return of 26.46% in the same period.

Note: Lord Abbett America’s Value Portfolio is not a balanced fund and has the capability to adjust equity and fixed-income allocations, based on relative value in the market and the investment team’s proprietary fundamental research.

Q: What were the most significant factors affecting performance?

As the market continued to reflect expectations for better economic conditions ahead, the composition of the portfolio was further adjusted to benefit from the change in sentiment.

The Fund continued to build its equity and convertible allocation throughout the year. The portfolio’s security selection in the telecommunication services sector contributed to relative performance. In the consumer staples sector, the portfolio’s security selection detracted from relative performance as many stable global companies did not advance to the extent of the broader market, as measured by the S&P 500 Index. The portfolio’s underweight in the consumer discretionary sector detracted from performance as this sector was a top performer in the benchmark.

Within the fixed-income portion of the portfolio, as the year progressed, the Fund maintained an overweight in the high-yield sector. This helped performance as the high-yield market continued to post strong returns. The Fund also deemphasized interest-rate sensitive holdings in the portfolio in favor of credit-sensitive ‘BBB’ investment-grade corporates. After reducing allocations of ‘AAA’ rated agency mortgage-backed securities (MBS) and agency debt throughout the year, the portfolio had a zero allocation to all such positions by fiscal year-end. This benefited performance as corporate spreads continued to tighten significantly.

The Fund’s portfolio is actively managed and, therefore, its holdings and weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

2


 

 

 

1  The S&P 500® Index is widely regarded as the standard for measuring large-cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index measures the performance of the 2,000 smallest companies in the Russell 3000 Index.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

7  The Barclays Capital U.S. Aggregate Bond Index represents securities that are U.S. domestic, taxable, nonconvertible, and dollar denominated. The index covers the investment-grade, fixed-rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities.

8  The BofA Merrill Lynch High Yield Master II Constrained Index is a market value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3, but are not in default. The BofA Merrill Lynch High Yield Master II Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure.

9  The BofA Merrill Lynch U.S. High Yield Index tracks the performance of below investment grade U.S. dollar-denominated corporate bonds publicly issued in the U.S. domestic market (includes Yankee bonds). The indexes for CCC, B, BB, and speculative are part of the BofA Merrill Lynch U.S. High Yield Index, with the only difference being the addition of a ratings filter.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to our Website at www.lordabbett.com.

During the period covered in this report, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P 500® Index and the 60% S&P 500® Index/40% Barclays Capital U.S. Aggregate Bond Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. The line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

 

     1 Year    5 Years    Life of Class

Class VC2

   23.41%    2.24%    7.34%

1     Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance. Performance for the index begins on April 30, 2003.

2    The Class VC shares were first offered on April 30, 2003.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
the Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC

        

Actual

     $ 1,000.00   $ 1,182.20   $ 6.33

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,019.42   $ 5.85
 

Net expenses are equal to the Fund’s annualized expense ratio of 1.15%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   10.42%

Consumer Staples

   9.66%

Energy

   11.21%

Financials

   13.34%

Healthcare

   11.72%

Industrials

   9.61%

Information Technology

   13.65%

Materials

   6.03%

Telecommunication Services

   5.64%

Utilities

   4.44%

Short-Term Investment

   4.28%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments       
Shares
(000)
   Value
LONG-TERM INVESTMENTS 95.27%     
COMMON STOCKS 54.46%     
Aerospace & Defense 1.21%     
DigitalGlobe, Inc.*   5    $     121,000
Hexcel Corp.*   25      324,500
Honeywell International, Inc.   8      294,000
Lockheed Martin Corp.   4      263,725
Moog, Inc. Class A*   14      409,220
        
Total        1,412,445
        
Automobiles 0.32%     
Honda Motor Co., Ltd. ADR   11      372,900
        
Beverages 0.62%     
PepsiCo, Inc.   12      729,600
        
Biotechnology 1.51%     
Amgen, Inc.*   7      367,705
BioMarin Pharmaceutical, Inc.*   17      319,770
Celgene Corp.*   15      835,200
Genzyme Corp.*   5      245,050
        
Total        1,767,725
        
Capital Markets 1.41%     
Bank of New York Mellon Corp. (The)   18      489,475
Franklin Resources, Inc.   3      316,050
Morgan Stanley   8      236,800
State Street Corp.   9      391,860
T. Rowe Price Group, Inc.   4      213,000
        
Total        1,647,185
        
Chemicals 1.06%     
Dow Chemical Co. (The)   15      414,450
Monsanto Co.   7      531,375
Rockwood Holdings, Inc.*   13      294,500
        
Total            1,240,325
        
Commercial Banks 1.88%     
Fifth Third Bancorp   25      243,750

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments       
Shares
(000)
   Value
Commercial Banks (continued)     
PNC Financial Services Group, Inc. (The)   10    $ 527,900
SunTrust Banks, Inc.   11      213,045
U.S. Bancorp   30      675,300
Wells Fargo & Co.   20      539,800
        
Total            2,199,795
        
Commercial Services & Supplies 0.29%     
R.R. Donnelley & Sons Co.   15      334,050
        
Communications Equipment 0.98%     
JDS Uniphase Corp.*   35      288,750
QUALCOMM, Inc.   19      855,810
        
Total        1,144,560
        
Computers & Peripherals 2.58%     
Apple, Inc.*   5      948,870
Hewlett-Packard Co.   20      1,030,200
International Business Machines Corp.   5      654,500
QLogic Corp.*   20      377,400
        
Total        3,010,970
        
Construction Materials 0.35%     
Cemex SAB de CV ADR*   34      406,608
        
Consumer Finance 0.39%     
Capital One Financial Corp.   12      460,080
        
Distributors 0.46%     
Genuine Parts Co.   14      531,440
        
Diversified Financial Services 2.10%     
Bank of America Corp.   52      783,120
JPMorgan Chase & Co.   40      1,666,800
        
Total        2,449,920
        
Diversified Telecommunication Services 2.88%     
AT&T, Inc.   60      1,681,800
CenturyTel, Inc.   12      434,520
Qwest Communications International, Inc.   125      526,250
Verizon Communications, Inc.   15      496,950

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments       
Shares
(000)
   Value
Diversified Telecommunication Services (continued)     
Windstream Corp.   20    $ 219,800
        
Total            3,359,320
        
Electric: Utilities 0.41%     
UniSource Energy Corp.   15      482,850
        
Electrical Equipment 0.76%     
Baldor Electric Co.   8      210,675
Emerson Electric Co.   16      681,600
        
Total        892,275
        
Electronic Equipment, Instruments & Components 0.62%     
Corning, Inc.   12      231,720
FLIR Systems, Inc.*   15      490,800
        
Total        722,520
        
Energy Equipment & Services 0.92%     
Halliburton Co.   15      451,350
Transocean Ltd. (Switzerland)*(a)   8      621,000
        
Total        1,072,350
        
Food & Staples Retailing 1.84%     
CVS Caremark Corp.   10      322,100
Ingles Markets, Inc. Class A   32      478,108
Kroger Co. (The)   10      205,300
SUPERVALU, INC.   18      228,780
Wal-Mart Stores, Inc.   17      908,650
        
Total        2,142,938
        
Food Products 3.34%     
Campbell Soup Co.   21      709,800
H.J. Heinz Co.   27      1,154,520
Kellogg Co.   23      1,223,600
Kraft Foods, Inc. Class A   30      815,400
        
Total        3,903,320
        
Hotels, Restaurants & Leisure 1.58%     
Carnival Corp. Unit*   9      269,365
Marriott International, Inc. Class A   19      507,749

 

See Notes to Financial Statements.

 

9


Schedule of Investments (continued)

December 31, 2009

 

Investments       
Shares
(000)
    Value
Hotels, Restaurants & Leisure (continued)    
McDonald’s Corp.   10      $ 624,400
Starwood Hotels & Resorts Worldwide, Inc.   12        438,840
       
Total       1,840,354
       
Household Products 0.57%    
Procter & Gamble Co. (The)   11        666,930
       
Industrial Conglomerates 1.05%    
3M Co.   7        578,690
General Electric Co.   43        650,590
       
Total       1,229,280
       
Information Technology Services 0.79%    
SAIC, Inc.*   40        757,600
SRA International, Inc. Class A*   9        162,350
       
Total       919,950
       
Insurance 1.19%    
ACE Ltd. (Switzerland)*(a)   17        856,800
MetLife, Inc.   15        537,037
       
Total           1,393,837
       
Internet Software & Services 0.21%    
Sohu.com, Inc. (China)*(a)   4        246,304
       
Machinery 1.94%    
Actuant Corp. Class A   25        463,250
Danaher Corp.   8        564,000
Oshkosh Corp.   6        222,180
Snap-on, Inc.   24        1,014,240
       
Total       2,263,670
       
Media 0.47%    
CCH I LLC Class A(b)   3        121,055
Charter Communications, Inc. Class A*(c)   (d)      28,329
Walt Disney Co. (The)   13        403,125
       
Total       552,509
       
Metals & Mining 0.56%    
Allegheny Technologies, Inc.   6        246,235

 

See Notes to Financial Statements.

 

10


Schedule of Investments (continued)

December 31, 2009

 

Investments       
Shares
(000)
   Value
Metals & Mining (continued)     
Titanium Metals Corp.*   13    $ 156,500
United States Steel Corp.   5      248,040
        
Total        650,775
        
Multi-Line Retail 1.57%     
J.C. Penney Co., Inc.   13      332,625
Kohl’s Corp.*   10      539,300
Nordstrom, Inc.   5      187,900
Target Corp.   16      773,920
        
Total        1,833,745
        
Multi-Utilities 0.29%     
Ameren Corp.   12      335,400
        
Oil, Gas & Consumable Fuels 7.10%     
Chevron Corp.   26      2,009,439
ConocoPhillips   29      1,455,495
Continental Resources, Inc.*   9      364,565
Devon Energy Corp.   4      257,250
EOG Resources, Inc.   16      1,508,150
Exxon Mobil Corp.   16      1,091,040
Hess Corp.   9      550,550
Marathon Oil Corp.   14      437,080
Petroleo Brasileiro SA ADR   9      381,510
XTO Energy, Inc.   5      232,650
        
Total        8,287,729
        
Pharmaceuticals 5.14%     
Bristol-Myers Squibb Co.   30      757,500
Johnson & Johnson   17      1,094,970
Merck & Co., Inc.   10      365,400
Mylan, Inc.*   115      2,123,136
Pfizer, Inc.   62      1,127,780
Teva Pharmaceutical Industries Ltd. ADR   9      528,092
        
Total            5,996,878
        
Road & Rail 1.14%     
Burlington Northern Santa Fe Corp.   8      788,960

 

See Notes to Financial Statements.

 

11


Schedule of Investments (continued)

December 31, 2009

 

Investments       
Shares
(000)
   Value
Road & Rail (continued)     
Union Pacific Corp.   9    $ 543,150
        
Total        1,332,110
        
Semiconductors & Semiconductor Equipment 1.34%     
Broadcom Corp. Class A*   17      534,650
Intel Corp.   21      428,400
Micron Technology, Inc.*   35      369,600
Taiwan Semiconductor Manufacturing Co., Ltd. ADR   20      229,933
        
Total        1,562,583
        
Software 3.11%     
Adobe Systems, Inc.*   17      625,260
Citrix Systems, Inc.*   17      707,370
Microsoft Corp.   57      1,737,930
Oracle Corp.   23      564,420
        
Total        3,634,980
        
Specialty Retail 0.20%     
Home Depot, Inc. (The)   8      231,440
        
Textiles, Apparel & Luxury Goods 0.28%     
NIKE, Inc. Class B   5      330,350
        
Total Common Stocks (cost $58,880,447)          63,592,000
        
   

Interest
Rate

   Maturity
Date
   Principal
Amount
(000)
    
CONVERTIBLE BONDS 8.70%           
Aerospace & Defense 0.62%           
GenCorp, Inc.   2.25%    11/15/2024    $    225    202,781
L-3 Communications Holdings, Inc.   3.00%    8/1/2035      500    527,500
            
Total                   730,281
            
Beverages 0.33%           
Molson Coors Brewing Co.   2.50%    7/30/2013      350    388,500
            
Biotechnology 1.44%           
BioMarin Pharmaceutical, Inc.   2.50%    3/29/2013      350    449,313
Gilead Sciences, Inc.   0.625%    5/1/2013      700    867,125

 

See Notes to Financial Statements.

 

12


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Biotechnology (continued)           
Millipore Corp.   3.75%    6/1/2026    $    350    $ 362,688
              
Total                  1,679,126
              
Commercial Services & Supplies 0.49%           
CRA International, Inc.   2.875%    6/15/2034      250      246,563
FTI Consulting, Inc.   3.75%    7/15/2012      200      322,500
              
Total              569,063
              
Communications Equipment 0.26%           
Ciena Corp.   0.25%    5/1/2013      400      304,000
              
Computers & Peripherals 0.66%           
NetApp, Inc.   1.75%    6/1/2013      150      186,750
SanDisk Corp.   1.00%    5/15/2013      700      587,125
              
Total              773,875
              
Electrical Equipment 0.60%           
General Cable Corp. (2.25% after 11/15/19)   4.50%    11/15/2029      231      238,796
Roper Industries, Inc.   Zero Coupon    1/15/2034      700      459,375
              
Total              698,171
              
Electronic Equipment, Instruments & Components 0.37%         
Itron, Inc.   2.50%    8/1/2026      350      438,375
              
Energy Equipment & Services 0.20%           
SunPower Corp.   4.75%    4/15/2014      200      228,750
              
Healthcare Providers & Services 0.40%           
Five Star Quality Care, Inc.   3.75%    10/15/2026      575      465,031
              
Information Technology Services 0.47%           
Symantec Corp.   0.75%    6/15/2011      500      546,250
              
Metals & Mining 0.69%           
ArcelorMittal (Luxembourg)(a)   5.00%    5/15/2014      150      249,188
Newmont Mining Corp.   1.25%    7/15/2014      350      438,375
Newmont Mining Corp.   3.00%    2/15/2012      90      113,850
              
Total              801,413
              
Pharmaceuticals 0.79%           
Teva Pharmaceutical Finance Co. BV (Israel)(a)   1.75%    2/1/2026      750      928,125
              

 

See Notes to Financial Statements.

 

13


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
    Value
Real Estate Management & Development 0.28%        
ProLogis   2.25%    4/1/2037    $    350      $ 326,375
             
Semiconductors & Semiconductor Equipment 0.53%        
Advanced Micro Devices, Inc.   5.75%    8/15/2012      130        128,863
Intel Corp.   2.95%    12/15/2035      500        485,000
             
Total             613,863
             
Software 0.57%          
EMC Corp.   1.75%    12/1/2011      400        488,000
Sybase, Inc.   3.50%    8/15/2029      150        178,500
             
Total             666,500
             
Total Convertible Bonds (cost $9,788,491)               10,157,698
             
             

Shares
(000)

     
CONVERTIBLE PREFERRED STOCKS 5.61%          
Commercial Banks 0.98%          
Wells Fargo & Co.   7.50%         1        1,147,500
             
Diversified Financial Services 1.27%          
AMG Capital Trust I   5.10%         12        480,000
Bank of America Corp.   7.25%         (d)      615,300
Bank of America Corp.   10.00%         9        134,280
Citigroup, Inc.   7.50%         2        250,416
             
Total             1,479,996
             
Electric: Utilities 0.31%          
FPL Group, Inc.   8.375%         7        365,050
             
Food Products 1.13%          
Archer Daniels Midland Co.   6.25%         18        784,980
Bunge Ltd.   4.875%         6        537,000
             
Total             1,321,980
             
Insurance 0.36%          
XL Capital Ltd.   10.75%         15        418,800
             
Metals & Mining 0.25%          
Freeport-McMoRan Copper & Gold, Inc.   6.75%         3        288,000
             

 

See Notes to Financial Statements.

 

14


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
             
Shares
(000)
    Value
Oil, Gas & Consumable Fuels 0.62%          
El Paso Corp.   4.99%         (d)    $ 723,200
             
Pharmaceuticals 0.68%          
Mylan, Inc.   6.50%         (d)      797,300
             
Thrifts & Mortgage Finance 0.01%          
Fannie Mae   8.75%         6        10,680
             
Total Convertible Preferred Stocks
(cost $6,455,200)
                6,552,506
             
         Maturity
Date
   Principal
Amount
(000)
     
FLOATING RATE LOANS(e) 0.38%          
Diversified Financial Services 0.20%          
Nuveen Investments, Inc. 2nd Lien Term Loan   12.50%    7/31/2015    $    225        235,406
             
Electronic Equipment, Instruments & Components 0.18%     
Palm, Inc. Term Loan   3.76%    10/24/2014      249        216,412
             
Total Floating Rate Loans (cost $429,507)             451,818
             
              Shares
(000)
     
FOREIGN COMMON STOCKS(f) 3.52%          
China 0.30%          
Metals & Mining          
China Zhongwang Holdings Ltd.*           442        352,389
             
France 0.49%          
Automobiles 0.30%          
Renault SA*           7        353,456
             
Commercial Banks 0.19%          
BNP Paribas SA           3        222,725
             
Total             576,181
             

 

See Notes to Financial Statements.

 

15


Schedule of Investments (continued)

December 31, 2009

 

Investments                   
Shares
(000)
   Value
Germany 1.18%           
Diversified Telecommunication Services 0.32%           
Deutsche Telekom AG Registered Shares           25    $ 372,613
              
Household Products 0.55%           
Henkel KGaA           14      641,149
              
Metals & Mining 0.31%           
ThyssenKrupp AG           10      358,818
              
Total              1,372,580
              
Greece 0.18%           
Commercial Banks           
National Bank of Greece SA*           8      211,547
              
Japan 0.30%           
Household Durables           
Sony Corp.           12      348,861
              
Switzerland 1.07%           
Capital Markets 0.20%           
Credit Suisse Group AG Registered Shares           5      232,844
              
Food Products 0.32%           
Nestle SA Registered Shares           8      371,670
              
Pharmaceuticals 0.55%           
Roche Holding Ltd. AG           4      641,127
              
Total              1,245,641
              
Total Foreign Common Stocks (cost $4,155,788)                  4,107,199
              
    Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
    
HIGH YIELD CORPORATE BONDS 22.58%           
Aerospace & Defense 0.22%           
GeoEye, Inc.   9.625%    10/1/2015    $    250      258,438
              
Air Freight & Logistics 0.25%           
Park-Ohio Industries, Inc.   8.375%    11/15/2014      375      289,687
              

 

See Notes to Financial Statements.

 

16


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Auto Components 0.09%           
Cooper-Standard Automotive, Inc.(g)   8.375%    12/15/2014    $    100    $ 26,000
Goodyear Tire & Rubber Co. (The)   10.50%    5/15/2016      75      83,250
              
Total                     109,250
              
Automobiles 0.31%           
TRW Automotive, Inc.   8.875%    12/1/2017      350      365,750
              
Beverages 0.17%           
Constellation Brands, Inc.   8.125%    1/15/2012      200      201,750
              
Capital Markets 0.41%           
International Lease Finance Corp.   6.375%    3/25/2013      250      205,686
Raymond James Financial, Inc.   8.60%    8/15/2019      250      270,911
              
Total              476,597
              
Chemicals 0.62%           
Dow Chemical Co. (The)   8.55%    5/15/2019      150      179,271
Equistar Chemicals LP(g)   7.55%    2/15/2026      200      143,000
INEOS Group Holdings plc (United Kingdom)(a)   8.50%    2/15/2016      600      406,500
              
Total              728,771
              
Commercial Banks 0.19%           
Zions Bancorp   7.75%    9/23/2014      250      220,834
              
Commercial Services & Supplies 0.37%           
Bunge NA Finance LP   5.90%    4/1/2017      175      173,487
First Data Corp.   9.875%    9/24/2015      275      257,812
              
Total              431,299
              
Communications Equipment 0.22%           
Hughes Network Systems LLC   9.50%    4/15/2014      250      259,375
              
Construction & Engineering 0.14%           
K. Hovnanian Enterprises, Inc.   10.625%    10/15/2016      150      157,500
              
Consumer Finance 0.56%           
American Express Credit Corp.   7.30%    8/20/2013      350      393,675
Ford Motor Credit Co. LLC   8.00%    6/1/2014      250      256,933
              
Total              650,608
              

 

See Notes to Financial Statements.

 

17


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Containers & Packaging 1.11%           
Ball Corp.   7.375%    9/1/2019    $    425    $ 438,812
Crown Cork & Seal Co., Inc.   7.375%    12/15/2026      350      326,375
Graphic Packaging International Corp.   9.50%    8/15/2013      250      259,375
Sealed Air Corp.   7.875%    6/15/2017      250      266,667
              
Total                  1,291,229
              
Diversified Financial Services 1.13%           
Capital One Capital VI   8.875%    5/15/2040      250      268,125
New York City Industrial Development Agency   11.00%    3/1/2029      200      222,316
RBS Global & Rexnord Corp.   8.875%    9/1/2016      350      306,250
RBS Global & Rexnord Corp.   9.50%    8/1/2014      100      100,750
RBS Global & Rexnord Corp.   11.75%    8/1/2016      350      348,250
Wachovia Capital Trust III   5.80%    3/29/2049      100      77,500
              
Total              1,323,191
              
Diversified Telecommunication Services 1.65%           
Cincinnati Bell, Inc.   7.00%    2/15/2015      500      496,250
SBA Telecommunications, Inc.   8.25%    8/15/2019      300      319,500
Syniverse Technologies, Inc.   7.75%    8/15/2013      500      499,375
Windstream Corp.   7.00%    3/15/2019      650      611,000
              
Total              1,926,125
              
Electric: Utilities 1.86%           
Central Illinois Light Co.   8.875%    12/15/2013      300      339,758
Edison Mission Energy   7.75%    6/15/2016      700      598,500
Illinois Power Co.   9.75%    11/15/2018      150      186,812
Northeast Utilities   5.65%    6/1/2013      360      372,703
RRI Energy, Inc.   6.75%    12/15/2014      182      186,550
Texas Competitive Electric Holdings Co. LLC   10.25%    11/1/2015      600      489,000
              
Total              2,173,323
              
Electrical Equipment 0.49%           
Baldor Electric Co.   8.625%    2/15/2017      400      411,000
Roper Industries, Inc.   6.625%    8/15/2013      150      163,492
              
Total              574,492
              
Electronic Equipment, Instruments & Components 0.27%         
Agilent Technologies, Inc.   5.50%    9/14/2015      300      314,844
              

 

See Notes to Financial Statements.

 

18


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Energy Equipment & Services 0.08%           
Hornbeck Offshore Services, Inc. Series B   6.125%    12/1/2014    $    100    $ 93,875
              
Food & Staples Retailing 0.44%           
Duane Reade, Inc.   11.75%    8/1/2015      350      381,500
Rite Aid Corp.   9.375%    12/15/2015      150      132,750
              
Total              514,250
              
Healthcare Equipment & Supplies 0.57%           
Bausch & Lomb, Inc.   9.875%    11/1/2015      25      26,500
Biomet, Inc.   10.00%    10/15/2017      200      218,250
HCA, Inc.   9.125%    11/15/2014      400      423,000
              
Total              667,750
              
Healthcare Providers & Services 0.58%           
Community Health Systems, Inc.   8.875%    7/15/2015      400      415,000
United Surgical Partners International, Inc. PIK   9.25%    5/1/2017      250      256,250
              
Total              671,250
              
Hotels, Restaurants & Leisure 1.15%           
Hyatt Hotels Corp.   5.75%    8/15/2015      355      357,552
McDonald’s Corp.   5.00%    2/1/2019      350      366,488
River Rock Entertainment Authority (The)   9.75%    11/1/2011      20      18,950
Starwood Hotels & Resorts Worldwide, Inc.   7.875%    10/15/2014      300      322,125
Station Casinos, Inc.(g)   6.50%    2/1/2014      250      2,500
Wendy’s/Arby’s Restaurants LLC   10.00%    7/15/2016      250      273,750
              
Total                  1,341,365
              
Household Durables 0.51%           
Beazer Homes USA, Inc.   8.375%    4/15/2012      75      70,875
Lennar Corp.   12.25%    6/1/2017      250      302,500
Whirlpool Corp.   8.60%    5/1/2014      200      226,659
              
Total              600,034
              
Independent Power Producers & Energy Traders 0.94%         
AES Corp. (The)   8.00%    10/15/2017      325      335,156
Dynegy Holdings, Inc.   8.375%    5/1/2016      250      238,750
Mirant Americas Generation LLC   9.125%    5/1/2031      350      316,750
NRG Energy, Inc.   7.25%    2/1/2014      200      203,000
              
Total              1,093,656
              

 

See Notes to Financial Statements.

 

19


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Information Technology Services 0.41%          
SunGard Data Systems, Inc.   10.25%      8/15/2015    $    450    $ 481,500
             
Insurance 0.18%          
Liberty Mutual Group, Inc.   10.75%      6/15/2058      200      214,000
             
Leisure Equipment & Products 0.53%          
Expedia, Inc.   8.50%      7/1/2016      175      190,094
Speedway Motorsports, Inc.   8.75%      6/1/2016      400      424,000
             
Total             614,094
             
Media 1.25%          
Affinion Group, Inc.   11.50%      10/15/2015      475      499,937
Barrington Broadcasting Group LLC   10.50%      8/15/2014      275      194,563
CBS Corp.   8.875%      5/15/2019      250      299,576
Mediacom Broadband LLC   8.50%      10/15/2015      250      253,750
Mediacom Communications Corp.   9.125%      8/15/2019      100      102,500
WMG Acquisition Corp.   9.50%      6/15/2016      100      107,625
             
Total                 1,457,951
             
Metals & Mining 0.76%          
Aleris International, Inc.(g)   10.00%      12/15/2016      125      938
Freeport-McMoRan Copper & Gold, Inc.   8.375%      4/1/2017      425      466,013
Noranda Aluminum Acquisition Corp. PIK   5.274% #    5/15/2015      321      250,469
Teck Resources Ltd. (Canada)(a)   9.75%      5/15/2014      150      173,812
             
Total             891,232
             
Multi-Line Retail 0.28%          
Macy’s Retail Holdings, Inc.   8.875%      7/15/2015      300      332,250
             
Multi-Utilities 0.61%          
Black Hills Corp.   9.00%      5/15/2014      350      399,507
NiSource Finance Corp.   10.75%      3/15/2016      250      308,409
             
Total             707,916
             
Oil, Gas & Consumable Fuels 2.25%          
Cameron International Corp.   6.375%      7/15/2018      100      106,836
Chesapeake Energy Corp.   7.625%      7/15/2013      200      210,500
Continental Resources, Inc.   8.25%      10/1/2019      500      527,500
El Paso Corp.   7.00%      6/15/2017      100      99,679

 

See Notes to Financial Statements.

 

20


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Oil, Gas & Consumable Fuels (continued)           
El Paso Corp.   7.25%    6/1/2018    $    250    $ 248,250
Forest Oil Corp.   7.25%    6/15/2019      200      198,500
Quicksilver Resources, Inc.   8.25%    8/1/2015      300      309,000
Tennessee Gas Pipeline Co.   7.00%    10/15/2028      250      267,727
Williams Cos., Inc. (The)   8.125%    3/15/2012      600      659,078
              
Total                  2,627,070
              
Personal Products 0.30%           
Elizabeth Arden, Inc.   7.75%    1/15/2014      350      346,500
              
Real Estate Investment Trusts 0.15%           
Host Hotels & Resorts LP   6.375%    3/15/2015      175      172,375
              
Specialty Retail 0.52%           
Brookstone Co., Inc.   12.00%    10/15/2012      250      167,500
Limited Brands, Inc.   8.50%    6/15/2019      400      437,000
              
Total              604,500
              
Textiles, Apparel & Luxury Goods 0.24%           
INVISTA   9.25%    5/1/2012      70      71,400
Levi Strauss & Co.   9.75%    1/15/2015      200      211,000
              
Total              282,400
              
Thrifts & Mortgage Finance 0.00%           
Washington Mutual Bank(g)   6.875%    6/15/2011      275      2,750
              
Wireless Telecommunication Services 0.77%           
MetroPCS Wireless, Inc.   9.25%    11/1/2014      350      356,125
Sprint Capital Corp.   6.90%    5/1/2019      350      323,750
Wind Acquisition Finance SA (Italy)(a)   11.75%    7/15/2017      100      109,750
Wind Acquisition Finance SA (Italy)(a)   12.00%    12/1/2015      100      107,500
              
Total              897,125
              
Total High Yield Corporate Bonds
(cost $26,491,108)
             26,366,906
              
             

Shares
(000)

    
NON-CONVERTIBLE PREFERRED STOCK 0.01%         
Agency/Government Related           
Fannie Mae* (cost $213,465)           9      9,350
              

 

See Notes to Financial Statements.

 

21


Schedule of Investments (concluded)

December 31, 2009

 

Investments                   
Shares
(000)
   Value
WARRANT 0.01%           
Media           
Charter Communications, Inc.
(11/30/2014 at $46.86)* (cost $4,456)
          1    $ 7,956
              
Total Long-Term Investments (cost $106,418,462)              111,245,433
              
             

Principal
Amount
(000)

    
SHORT-TERM INVESTMENT 4.26%           
Repurchase Agreement           
Repurchase Agreement dated 12/31/2009,
Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $4,820,000 of Federal Home Loan Mortgage Corp. 4.125% due 2/24/2011; value: $5,073,050; proceeds: $4,972,758
(cost $4,972,758)
        $ 4,973      4,972,758
              
Total Investments in Securities 99.53% (cost $111,391,220)            116,218,191
              
Cash and Assets in Excess of Liabilities 0.47%            545,817
              
Net Assets 100.00%            $ 116,764,008
              
ADR   American Depositary Receipt.
PIK   Payment-in-kind.
Unit   More than one class of securities traded together.
*   Non-income producing security.
#  

Variable rate security. The interest rate represents the rate at December 31, 2009.

 

Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under the Act or exempted from registration, may only be resold to qualified institutional investors. Unless otherwise noted, 144A securities are deemed to be liquid.

(a)  

Foreign security traded in U.S. dollars.

(b)  

Restricted security. The Fund acquired 3,410 shares in a private placement on June 11, 2009 for a cost of $63,938. The fair value price per share on December 31, 2009 is $35.50.

(c)  

Restricted Security. The Fund acquired 798 shares in a private placement on November 30, 2009 for a cost of $16,459. The fair value price per share on December 31, 2009 is $35.50.

(d)  

Amount is less than 1,000 shares.

(e)  

Floating Rate Loans in which the Fund invests generally pay interest at rates which are periodically re-determined at a margin above the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate offered by major U.S. banks. The rate shown is the rate(s) in effect at December 31, 2009.

(f)  

Investment in non-U.S. dollar denominated securities.

(g)  

Defaulted Security.

 

See Notes to Financial Statements.

 

22


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $111,391,220)

   $ 116,218,191   

Cash

     14,057   

Receivables:

  

Interest and dividends

     735,969   

From advisor (See Note 3)

     16,238   

Capital shares sold

     12,851   

Prepaid expenses and other assets

     1,150   

Total assets

     116,998,456   

LIABILITIES:

  

Payables:

  

Management fee

     70,675   

Capital shares reacquired

     20,438   

Directors’ fees

     5,618   

Fund administration

     3,769   

Accrued expenses and other liabilities

     133,948   

Total liabilities

     234,448   

NET ASSETS

   $ 116,764,008   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 134,493,592   

Distributions in excess of net investment income

     (118,786

Accumulated net realized loss on investments and foreign currency related transactions

     (22,438,867

Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies

     4,828,069   

Net Assets

   $ 116,764,008   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     9,743,267   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

     $11.98   

 

See Notes to Financial Statements.

 

23


Statement of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends (net of foreign withholding taxes of $14,281)

   $ 1,954,971   

Interest

     2,728,412   

Total investment income

     4,683,383   

Expenses:

  

Management fee

     752,168   

Shareholder servicing

     367,143   

Reports to shareholders

     60,608   

Professional

     41,332   

Fund administration

     40,116   

Custody

     9,178   

Directors’ fees

     3,239   

Other

     3,297   

Gross expenses

     1,277,081   

Expense reductions (See Note 7)

     (221

Management fees waived and expenses reimbursed (See Note 3)

     (123,536

Net expenses

     1,153,324   

Net investment income

     3,530,059   

Net realized and unrealized gain (loss):

  

Net realized loss on investments and foreign currency related transactions

     (8,106,514

Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies

     26,519,676   

Net realized and unrealized gain

     18,413,162   

Net Increase in Net Assets Resulting From Operations

   $ 21,943,221   

 

See Notes to Financial Statements.

 

24


Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 3,530,059      $ 4,263,735   

Net realized loss on investments and foreign currency related transactions

     (8,106,514     (13,902,651

Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies

     26,519,676        (24,031,453

Net increase (decrease) in net assets resulting from operations

     21,943,221        (33,670,369

Distributions to shareholders from:

    

Net investment income

     (3,660,866     (4,493,981

Net realized gain on investments

            (2,697,232

Total distributions to shareholders

     (3,660,866     (7,191,213

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     18,566,088        16,172,374   

Reinvestment of distributions

     3,660,864        7,191,210   

Cost of shares reacquired

     (16,323,673     (18,598,569

Net increase in net assets resulting from capital share transactions

     5,903,279        4,765,015   

Net increase (decrease) in net assets

     24,185,634        (36,096,567

NET ASSETS:

    

Beginning of year

   $ 92,578,374      $ 128,674,941   

End of year

   $ 116,764,008      $ 92,578,374   

Distributions in excess of net investment income

   $ (118,786   $ (67,711

 

See Notes to Financial Statements.

 

25


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

         

Net asset value, beginning of year

  $10.02      $14.79      $15.28      $13.93      $13.83   
                             

Investment operations:

         

Net investment income(a)

  .38      .49      .47      .39      .39   

Net realized and unrealized gain (loss)

  1.97      (4.41   .02      1.64      .14   
                             

Total from investment operations

  2.35      (3.92   .49      2.03      .53   
                             

Distributions to shareholders from:

         

Net investment income

  (.39   (.53   (.48   (.37   (.30

Net realized gain

       (.32   (.50   (.31   (.13
                             

Total distributions

  (.39   (.85   (.98   (.68   (.43
                             

Net asset value, end of year

  $11.98      $10.02      $14.79      $15.28      $13.93   
                             

Total Return(b)

  23.41   (26.19 )%    3.16   14.55   3.78

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions and including management fees waived and expenses reimbursed

  1.15   1.14   1.15   1.15   1.15

Expenses, including expense reductions, management fees waived and expenses reimbursed

  1.15   1.14   1.14   1.15   1.15

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  1.27   1.29   1.20   1.27   1.33

Net investment income

  3.52   3.83   2.92   2.67   2.77
Supplemental Data:                                   

Net assets, end of year (000)

  $116,764      $92,578      $128,675      $97,741      $62,971   

Portfolio turnover rate

  54.60   69.31   28.41   35.51   31.65
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

 

See Notes to Financial Statements.

 

26


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers America’s Value Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is to seek current income and capital appreciation. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Fixed income securities are valued at the mean between the bid and asked prices on the basis of prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Floating rate loans are valued at the average of bid and asked quotations from dealers in loans on the basis of prices supplied by independent pricing services. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

 

27


Notes to Financial Statements (continued)

 

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

(g)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(h)   When-Issued or Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a Fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and value of the security in determining its net asset value. The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.

 

28


Notes to Financial Statements (continued)

 

(i)   Floating Rate Loans–The Fund may invest in floating rate loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements to make money available to U.S. or foreign corporations, partnerships or other business entities (the “Borrower”) in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the “Agent”) for a group of loan investors (“Loan Investors”). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. A Fund records an investment when the Borrower withdraws money and records interest as earned. These loans pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or London InterBank Offered Rate (“LIBOR”).

The loans in which a Fund invests are generally readily marketable, but may be subject to some restrictions on resale. For example, a Fund may be contractually obligated to receive approval from the Agent and/or Borrower prior to the sale of these investments. A Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, a Fund assumes the credit risk of the Borrower, the selling participant and any other persons interpositioned between the Fund and the Borrower (“Intermediate Participants”). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enter into bankruptcy, the Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.

Unfunded commitments represent the remaining obligation of the Fund to the Borrower. At any point in time, up to the maturity date of the issue, the Borrower may demand the unfunded portion. As of December 31, 2009, the Fund had no unfunded loan commitments.

 

(j)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

29


Notes to Financial Statements (continued)

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*      Level 1      Level 2      Level 3      Total

Common Stocks

     $ 63,470,945      $ 121,055      $     –      $ 63,592,000

Convertible Bonds

              10,157,698               10,157,698

Convertible Preferred Stocks

       4,015,006        2,537,500               6,552,506

Floating Rate Loans

              451,818               451,818

Foreign Common Stocks

              4,107,199               4,107,199

High Yield Corporate Bonds

              26,366,906               26,366,906

Non-Convertible Preferred Stock

       9,350                      9,350

Warrant

              7,956               7,956

Repurchase Agreement

              4,972,758               4,972,758

Total

     $ 67,495,301      $ 48,722,890      $      $ 116,218,191
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .75%

Next $1 billion

   .70%

Over $2 billion

   .65%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .75% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .40% of average daily net assets.

Effective May 1, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of 1.15% of average daily net assets.

 

30


Notes to Financial Statements (continued)

 

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $351,012 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/09

  

Year Ended

12/31/08

Distributions paid from:

     

Ordinary income

   $ 3,660,866    $ 4,636,136

Net long-term capital gains

          2,555,077

Total distributions paid

   $ 3,660,866    $ 7,191,213

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 28,865   

Total undistributed earnings

   $ 28,865   

Capital loss carryforwards*

     (22,006,126

Temporary differences

     (348,008

Unrealized gains – net

     4,595,685   

Total accumulated losses – net

   $ (17,729,584
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$11,260,400   $ 10,745,726   $ 22,006,126

 

31


Notes to Financial Statements (continued)

 

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $341,271 and net ordinary losses of $1,120 during fiscal 2009.

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 111,623,604   

Gross unrealized gain

     10,701,985   

Gross unrealized loss

     (6,107,398

Net unrealized security gain

   $ 4,594,587   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of premium amortization, wash sales and certain securities.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in

Excess of Net

Investment Income

 

Accumulated

Net Realized

Loss

 
$79,732   $ (79,732

The permanent differences are attributable to the tax treatment of premium amortization, certain securities, foreign currency transactions, and paydown gains and losses.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

U.S.

Government

Purchases*

 

Non-U.S.

Government

Purchases

 

U.S.

Government

Sales*

 

Non-U.S.

Government

Sales

$1,023,477   $ 55,329,655   $ 7,507,543   $ 45,704,023
*Includes U.S. Government sponsored enterprises securities.

6.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

 

32


Notes to Financial Statements (continued)

 

7.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

9.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with investing in equity and fixed income securities.

The value of the Fund’s equity security holdings and, consequently, the value of an investment in the Fund will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies involved. With its emphasis on value stocks, the Fund may perform differently than the market as a whole and other types of stocks, such as growth stocks. The market may fail to recognize the intrinsic value of particular value stocks for a long time. The Fund may invest a significant portion of its assets in mid-sized companies that may be less able to weather economic shifts or other adverse developments than larger, more established companies. Because the Fund is not limited to investing in equity securities, the Fund may have smaller gains in a rising stock market than a fund investing solely in equity securities. In addition, if the Fund’s assessment of a company’s value or prospects for market appreciation or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

The value of the Fund’s fixed income holdings, and consequently, the value of an investment in the Fund will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of these holdings are likely to decline. There is also the risk that an issuer of a fixed income security will fail to make timely payments of principal or interest to the Fund, a risk that is greater with high yield debt securities (sometimes called “lower-rated debt securities” or “junk bonds”) in which the Fund may invest. Some issuers, particularly of high yield bonds, may default as to principal and/or interest payments after the Fund purchases their securities.

A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High yield bonds are subject to greater price fluctuations, as well as additional risks.

The mortgage-related securities in which the Fund may invest may be particularly sensitive to changes in prevailing interest rates. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. The prepayment rate also will affect the price and volatility of a mortgage-related security.

The Fund may invest up to 20% of its net assets in foreign securities, which may present increased market, liquidity, currency, political information and other risks.

These factors can affect the Fund’s performance.

 

33


Notes to Financial Statements (concluded)

 

10.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   1,751,146      1,265,102   

Reinvestment of distributions

   304,818      745,203   

Shares reacquired

   (1,548,265   (1,474,559

Increase

   507,699      535,746   

11.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

34


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the America’s Value Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian, brokers and agent banks. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the America’s Value Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

35


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush-O’Donnell & Company
(since 1986).
  Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

 

36


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company
(since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd.
(since 1997) and Hewitt Associates, Inc.
(since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm
(since 1990).
  Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

 

37


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 - 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC
(2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst – other investment strategies
(2000 - 2005).

 

38


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc.
(2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

39


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board noted the Fund tended to invest to a greater degree in below investment grade fixed income securities and in mid-cap value equity securities than most of its competitors. The Board observed that the investment performance of the Fund was in the fourth quintile of its performance universe for the nine-month period, in the first quintile for the one-year period, and in the third quintile for the three-year and five-year periods. The Board also observed that the investment performance was lower than of the Lipper VUF Mixed-Asset Target Allocation Growth Index for the nine-month period and higher than that of the Index for the one-year, three-year, and five-year periods.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and

 

40


turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board observed that it and Lord Abbett had agreed to an expense reimbursement agreement through April 30, 2009 that limited all expenses other than management fees to 0.40%, but that Lord Abbett had not entered into a new agreement, and instead had made voluntary reimbursements that had the effect of keeping the total expense ratio at 1.15%, which reimbursements it could end at any time. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately twelve basis points above the median of the peer group and the actual management and administrative services fee rates were approximately sixteen basis points above the median of the peer group. The Board observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately ten basis points above the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the current expense ratio, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group. The Board observed that the Fund had a different strategy from most of the Funds in its peer group, because it invested to a greater degree in mid-cap equity securities, rather than large-cap equity securities, and in below investment grade debt, rather than investment grade debt, and that those differences limited the validity of the comparison to the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal

 

41


year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

42


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 43.40% of the ordinary income distributions paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

43


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

America’s Value Portfolio

 

LASFAMV-2-1209

(02/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—

Bond Debenture Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — Bond Debenture Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund – Bond Debenture Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio managers. We encourage you to call Lord Abbett at 888-522-2388 and speak to one of our professionals if you would like more information.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: During the last twelve months policymakers continued to respond aggressively to the economic and financial crisis and the U.S. economy has gradually rebounded from the recession that began in December 2007. Global coordinated rate cuts, capital infusions into banks, development of the Troubled Asset Relief Program (TARP), the establishment of a commercial paper funding facility, the FDIC-backed Temporary Liquidity Guarantee Program (TLGP), the Term Asset-Backed Securities Loan Facility (TALF), and Public-Private Investment Program (PPIP) were among a number of emergency programs put in place to ease the crisis. As the credit crisis eased, investors’ tolerance for risk began to return. In many segments of the bond market, prices rose, yields fell, and spreads narrowed.

The fed funds rate was lowered in mid-December 2008, from 1.00% to a range of 0.00–0.25%. Economic sluggishness,

 

1


 

 

 

combined with quiescent inflation, prompted the Fed to since keep its target for the fed funds rate at 0.00–0.25%.

In the fixed income market, the assumption of credit risk was rewarded in the 12-month period. In general, lower credit quality securities outperformed those with higher credit quality ratings. The investment grade corporate bond market (as measured by the Barclays Capital U.S. Aggregate Bond Index1) returned 5.93% while high-yield bonds (as measured by the BofA Merrill Lynch High Yield Master II Constrained Index2) rose 58.10%. Specifically, the BofA Merrill Lynch U.S. High Yield CCC-Rated Index3 led major bond indexes with a total return of 96.79%, followed by the BofA Merrill Lynch U.S. High Yield B-Rated Index3 up 47.64%, and the BofA Merrill Lynch U.S. High Yield BB-Rated Index3 up 45.21%. This trend was similar within convertible securities, with lower-rated credits outperforming higher-rated by a wide margin.

Q: How did the Bond Debenture Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 34.31%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the Barclays Capital U.S. Aggregate Bond Index, which returned 5.93% over the same period.

 

Q: What were the most significant factors affecting performance?

A: The Bond Debenture Portfolio is a multi-sector bond fund with portfolio holdings in the high-yield bond, convertible, investment-grade bond, equity, and mortgage/Treasury sectors.

The Fund’s performance was helped by increased exposure to credit sensitive assets – high-yield, high-grade corporates, and convertible securities – and decreased positions in more rate sensitive holdings such as Treasuries and agency mortgage-backed securities (MBS). The bond market’s rally during the year was led by lower-rated credits, thus the portfolio benefited from increased positions in lower quality credits. At the industry level, among the industries contributing the most to performance were the health services, gas distribution, and chemical industries.

All industries had positive returns, however the returns within printing and publishing and theaters and entertainment were among the lowest. Although the printing and publishing sector has recovered some losses experienced during the recession, it continues to be challenged by the decline in print advertising sales due to the weak economic environment. The portfolio’s holdings in agency, agency MBS, and Treasuries were among those contributing the least to performance. Being higher quality, more defensive holdings, these securities did not participate in the credit rally.

 

2


 

 

 

The Fund’s portfolio is actively managed and, therefore, its holdings and weighting of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

A prospectus contains important information about a fund, including its investment objectives, risks, charges, and ongoing expenses, which an investor should carefully consider before investing. To obtain a prospectus on any Lord Abbett mutual fund, please contact your investment professional or Lord Abbett Distributor LLC at 888-522-2388 or visit www.lordabbett.com. Read the prospectus carefully before investing.

 

1  The Barclays Capital U.S. Aggregate Bond Index represents securities that are U.S. domestic, taxable, nonconvertible, and dollar denominated. The index covers the investment-grade, fixed-rate bond market, with index components for government and corporate securities, mortgage pass-through securities, and asset-backed securities.

2  The BofA Merrill Lynch High Yield Master II Constrained Index is a market value-weighted index of all domestic and Yankee high-yield bonds, including deferred interest bonds and payment-in-kind securities. Issues included in the index have maturities of one year or more and have a credit rating lower than BBB-/Baa3, but are not in default. The BofA Merrill Lynch High Yield Master II Constrained Index limits any individual issuer to a maximum of 2% benchmark exposure.

3  The BofA Merrill Lynch U.S. High Yield Index tracks the performance of U.S. dollar-denominated below investment-grade corporate debt publicly issued in the U.S. domestic market. The indexes for CCC, B, BB, and speculative are part of the BofA Merrill Lynch U.S. High Yield Index, with the only difference being the addition of a ratings filter.

Unless otherwise indicated, indexes are unmanaged and reflect total returns with all distributions reinvested, but do not reflect the deduction of fees, expenses, or taxes, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

Note: During the period covered in this report, waivers and expense reimbursements were in place. Without such waivers and expense reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Barclays Capital U.S. Aggregate Bond Index, the BofA Merrill Lynch High Yield Master II Constrained Index, and the 60% BofA Merrill Lynch High Yield Master II Constrained Index/20% Barclays Capital U.S. Aggregate Bond Index/20% BofA Merrill Lynch All Convertible Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

       1 Year      5 Years      Life of Class

Class VC2

     34.31%      5.43%      7.51%

 

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index began on December 3, 2001.

2    The Class VC shares were first offered on December 3, 2001.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC*

        

Actual

     $ 1,000.00   $ 1,160.90   $ 4.74

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,020.83   $ 4.43
 

Net expenses are equal to the Fund’s annualized expense ratio of 0.87%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

*   The annualized expenses of the Fund have been restated to 0.90%. Had these restated expenses been in place throughout the most recent one-half year period, expenses paid during the period would have been:

 

       Actual   Hypothetical
(5% Return
Before Expenses)

Class VC

     $ 4.90   $ 4.58

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**       Sector*    %**

Agency

   1.17%    

Insurance

   1.56%

Banking

   3.85%    

Media

   5.84%

Basic Industry

   8.79%    

Real Estate

   0.66%

Brokerage

   0.52%    

Services Cyclical

   8.73%

Capital Goods

   10.27%    

Services Non-Cyclical

   7.29%

Consumer Cyclical

   7.20%    

Technology & Electronics

   7.32%

Consumer Non-Cyclical

   6.97%    

Telecommunications

   7.14%

Energy

   11.88%    

Utility

   6.05%

Finance & Investment

   1.29%    

Short-Term Investment

   3.46%

Government Guaranteed

   0.01%    

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments       
Shares
(000)
   Value
LONG-TERM INVESTMENTS 94.96%     
COMMON STOCKS 0.58%     
Electric: Integrated 0.06%     
CMS Energy Corp.   18    $ 280,345
        
Media: Cable 0.44%     
CCH I LLC Class A(a)   45      1,614,292
Charter Communications, Inc. Class A*(b)   11      378,111
        
Total            1,992,403
        
Multi-Line Insurance 0.08%     
MetLife, Inc.   11      374,144
        
Total Common Stocks (cost $1,588,597)        2,646,892
        

 

    Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
    
CONVERTIBLE BONDS 11.74%           
Aerospace/Defense 0.67%           
Alliant Techsystems, Inc.   2.75%    2/15/2024    $ 750    855,937
GenCorp, Inc.   2.25%    11/15/2024      675    608,344
L-3 Communications Holdings, Inc.   3.00%    8/1/2035        1,500          1,582,500
            
Total            3,046,781
            
Agriculture 0.32%           
Archer Daniels Midland Co.   0.875%    2/15/2014      1,400    1,473,500
            
Automotive 0.28%           
Ford Motor Co.   4.25%    11/15/2016      1,000    1,258,750
            
Beverages 0.27%           
Central European Distribution Corp. (Poland)(c)   3.00%    3/15/2013      475    405,531
Molson Coors Brewing Co.   2.50%    7/30/2013      750    832,500
            
Total            1,238,031
            
Building & Construction 0.07%           
D.R. Horton, Inc.   2.00%    5/15/2014      300    333,750
            
Chemicals 0.12%           
Ferro Corp.   6.50%    8/15/2013      600    535,500
            

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Computer Hardware 0.94%           
Intel Corp.   2.95%    12/15/2035    $ 1,250    $ 1,212,500
NetApp, Inc.   1.75%    6/1/2013      750      933,750
SanDisk Corp.   1.00%    5/15/2013      2,500      2,096,875
              
Total              4,243,125
              
Diversified Capital Goods 0.14%           
Ingersoll-Rand Co., Ltd.   4.50%    4/15/2012      300      617,250
              
Electronics 0.85%           
Advanced Micro Devices, Inc.   5.75%    8/15/2012      533      528,336
Itron, Inc.   2.50%    8/1/2026      1,400          1,753,500
Millipore Corp.   3.75%    6/1/2026        1,500      1,554,375
              
Total              3,836,211
              
Health Services 0.32%           
Fisher Scientific International, Inc.   3.25%    3/1/2024      500      666,250
NuVasive, Inc.   2.25%    3/15/2013      800      794,000
              
Total              1,460,250
              
Hotels 0.06%           
Gaylord Entertainment Co.   3.75%    10/1/2014      275      281,531
              
Integrated Energy 0.27%           
Evergreen Solar, Inc.   4.00%    7/15/2013      550      287,375
SunPower Corp.   4.75%    4/15/2014      825      943,594
              
Total              1,230,969
              
Investments & Miscellaneous Financial Services 0.28%      
Textron, Inc.   4.50%    5/1/2013      800      1,293,000
              
Machinery 0.36%           
Roper Industries, Inc.   Zero Coupon    1/15/2034      2,500      1,640,625
              
Media: Broadcast 0.15%           
Sinclair Broadcast Group, Inc.   6.00%    9/15/2012      835      696,181
              
Media: Cable 0.39%           
Virgin Media, Inc.   6.50%    11/15/2016      1,500      1,785,000
              
Media: Diversified 0.16%           
Liberty Media LLC (convertible into Viacom, Inc., Class B and CBS Corp.)   3.25%    3/15/2031      1,200      720,000
              

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Metals/Mining (Excluding Steel) 0.60%           
Newmont Mining Corp.   1.25%    7/15/2014    $      800    $     1,002,000
Newmont Mining Corp.   3.00%    2/15/2012      500      632,500
Patriot Coal Corp.   3.25%    5/31/2013      350      282,625
Placer Dome, Inc. (Canada)(c)   2.75%    10/15/2023      500      821,250
              
Total              2,738,375
              
Non-Food & Drug Retailers 0.08%           
Saks, Inc.   7.50%    12/1/2013      230      341,263
              
Oil Field Equipment & Services 0.08%           
Hanover Compressor Co.   4.75%    1/15/2014      400      361,000
              
Pharmaceuticals 1.47%           
ALZA Corp.   Zero Coupon    7/28/2020      1,000      931,250
BioMarin Pharmaceutical, Inc.   2.50%    3/29/2013      1,000      1,283,750
Gilead Sciences, Inc.   0.625%    5/1/2013      1,600      1,982,000
Teva Pharmaceutical Finance Co. BV (Israel)(c)   1.75%    2/1/2026      2,000      2,475,000
              
Total              6,672,000
              
Printing & Publishing 0.11%           
Omnicom Group, Inc.   Zero Coupon    7/1/2038      500      493,750
              
Real Estate Development & Management 0.41%         
ProLogis   2.25%    4/1/2037      2,000      1,865,000
              
Software/Services 1.17%           
EMC Corp.   1.75%    12/1/2011      1,250      1,525,000
Equinix, Inc.   2.50%    4/15/2012      650      719,875
Sybase, Inc.   3.50%    8/15/2029      1,000      1,190,000
Symantec Corp.   0.75%    6/15/2011      1,700      1,857,250
              
Total              5,292,125
              
Steel Producers/Products 0.14%           
ArcelorMittal (Luxembourg)(c)   5.00%    5/15/2014      370      614,663
              
Support: Services 0.45%           
CRA International, Inc.   2.875%    6/15/2034      835      823,519
FTI Consulting, Inc.   3.75%    7/15/2012      750      1,209,375
              
Total              2,032,894
              

 

See Notes to Financial Statements.

 

9


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Telecommunications Equipment 1.03%           
Ciena Corp.   0.25%    5/1/2013    $   2,000    $     1,520,000
General Cable Corp. (2.25% after 11/15/2019)~   4.50%    11/15/2029      1,387      1,433,811
JDS Uniphase Corp.   1.00%    5/15/2026      2,000      1,720,000
              
Total              4,673,811
              
Telecommunications: Integrated/Services 0.11%           
Qwest Communications International, Inc.   3.50%    11/15/2025      500      521,250
              
Telecommunications: Wireless 0.44%           
SBA Communications Corp.   4.00%    10/1/2014      1,500      1,976,250
              
Total Convertible Bonds (cost $48,413,992)              53,272,835
              
             

Shares
(000)

    
CONVERTIBLE PREFERRED STOCKS 2.55%           
Agency/Government Related 0.01%           
Fannie Mae   8.75%         20      35,600
              
Banking 0.79%           
Bank of America Corp.   7.25%         2      1,758,000
Wells Fargo & Co.   7.50%         2      1,836,000
              
Total              3,594,000
              
Gas Distribution 0.40%           
El Paso Corp.   4.99%         1      904,000
Williams Cos., Inc. (The)   5.50%         9      910,238
              
Total              1,814,238
              
Investments & Miscellaneous Financial Services 0.47%         
AMG Capital Trust I   5.10%         25      1,000,000
Citigroup, Inc.   7.50%         11      1,126,872
              
Total              2,126,872
              
Metals/Mining (Excluding Steel) 0.50%           
Freeport-McMoRan Copper & Gold, Inc.   6.75%         8      921,600
Vale Capital Ltd. (Brazil)(c)   5.50%         25      1,348,750
              
Total              2,270,350
              

 

See Notes to Financial Statements.

 

10


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
       
Shares
(000)
   Value
Pharmaceuticals 0.38%           
Mylan, Inc.   6.50%         2    $     1,708,500
              
Total Convertible Preferred Stocks (cost $11,232,633)            11,549,560
              
              Principal
Amount
(000)
    
GOVERNMENT SPONSORED ENTERPRISES BOND 1.15%         
Federal National Mortgage Assoc. (cost $5,141,354)   3.25%    4/9/2013    $   5,000      5,193,210
              
HIGH YIELD CORPORATE BONDS 78.93%           
Aerospace/Defense 1.56%           
Esterline Technologies Corp.   6.625%    3/1/2017      650      637,000
Esterline Technologies Corp.   7.75%    6/15/2013      1,060      1,087,825
L-3 Communications Corp.   6.125%    1/15/2014      750      758,437
L-3 Communications Corp.   6.375%    10/15/2015      2,400      2,421,000
Moog, Inc.   6.25%    1/15/2015      550      523,188
Spirit AeroSystems, Inc.   7.50%    10/1/2017      200      198,000
Triumph Group, Inc.   8.00%    11/15/2017      550      557,563
Vought Aircraft Industries, Inc.   8.00%    7/15/2011      925      916,906
              
Total              7,099,919
              
Airlines 0.05%           
Delta Air Lines, Inc.   9.50%    9/15/2014      200      208,750
              
Apparel/Textiles 0.76%           
Jones Apparel Group, Inc.   6.125%    11/15/2034      1,150      957,375
Levi Strauss & Co.   8.875%    4/1/2016      1,650      1,734,563
Quiksilver, Inc.   6.875%    4/15/2015      900      742,500
              
Total              3,434,438
              
Auto Loans 0.93%           
Ford Motor Credit Co. LLC   7.25%    10/25/2011      2,250      2,273,207
Ford Motor Credit Co. LLC   9.75%    9/15/2010      500      516,011
Ford Motor Credit Co. LLC   9.875%    8/10/2011      1,350      1,413,998
              
Total              4,203,216
              
Auto Parts & Equipment 0.84%           
Cooper-Standard Automotive, Inc.(d)   8.375%    12/15/2014      600      156,000
Goodyear Tire & Rubber Co. (The)   10.50%    5/15/2016      700      777,000
Stanadyne Corp.   10.00%    8/15/2014      375      343,125

 

See Notes to Financial Statements.

 

11


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
    Principal
Amount
(000)
   Value
Auto Parts & Equipment (continued)          
Tenneco, Inc.   8.625%    11/15/2014      $      625    $ 633,594
TRW Automotive, Inc.   7.25%    3/15/2017        1,250      1,218,750
TRW Automotive, Inc.   8.875%    12/1/2017        675      705,375
             
Total                 3,833,844
             
Automotive 0.38%          
Ford Motor Co.   7.45%    7/16/2031        1,375      1,222,031
Navistar International Corp.   8.25%    11/1/2021        475      489,250
             
Total             1,711,281
             
Banking 2.99%          
American Express Credit Corp.   7.30%    8/20/2013        1,000      1,124,785
Bank of America Corp.   5.75%    12/1/2017        1,000      1,025,636
Capital One Capital VI   8.875%    5/15/2040        825      884,813
Discover Bank   8.70%    11/18/2019        500      536,573
GMAC, Inc.   7.25%    3/2/2011        2,162      2,162,000
JPMorgan Chase & Co.   6.00%    1/15/2018        1,500      1,615,072
JPMorgan Chase & Co.   7.90%    (e)      750      776,126
Morgan Stanley   6.00%    4/28/2015        1,500      1,599,651
Royal Bank of Scotland Group plc (The) (United Kingdom)(c)   5.00%    11/12/2013        775      696,606
Royal Bank of Scotland Group plc (The) (United Kingdom)(c)   6.40%    10/21/2019        375      374,469
USB Capital IX   6.189%    (e)      600      488,250
Wachovia Capital Trust III   5.80%    (e)      750      581,250
Zions Bancorp   7.75%    9/23/2014        1,900      1,678,336
             
Total             13,543,567
             
Beverages 0.79%          
CEDC Finance Corp. International, Inc.   9.125%    12/1/2016        1,000      1,035,000
Constellation Brands, Inc.   7.25%    5/15/2017        2,500      2,546,875
             
Total             3,581,875
             
Brokerage 0.51%          
Cantor Fitzgerald LP   7.875%    10/15/2019        400      392,117
Lazard Group LLC   7.125%    5/15/2015        850      883,401
Raymond James Financial, Inc.   8.60%    8/15/2019        950      1,029,463
             
Total             2,304,981
             

 

See Notes to Financial Statements.

 

12


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Building & Construction 0.66%           
Beazer Homes USA, Inc.   8.375%    4/15/2012    $      275    $ 259,875
K. Hovnanian Enterprises, Inc.   10.625%    10/15/2016      500      525,000
KB Home   9.10%    9/15/2017      1,000      1,055,000
Lennar Corp.   12.25%    6/1/2017      950      1,149,500
              
Total                  2,989,375
              
Building Materials 0.50%           
Cemex Finance LLC   9.50%    12/14/2016      250      263,125
Interline Brands, Inc.   8.125%    6/15/2014      1,025      1,035,250
Owens Corning, Inc.   9.00%    6/15/2019      875      977,366
              
Total              2,275,741
              
Chemicals 2.71%           
Airgas, Inc.   7.125%    10/1/2018      1,250      1,306,250
Ashland, Inc.   9.125%    6/1/2017      1,075      1,182,500
Dow Chemical Co. (The)   8.55%    5/15/2019      1,000      1,195,143
Equistar Chemicals LP(d)   7.55%    2/15/2026      1,500      1,072,500
IMC Global, Inc.   7.30%    1/15/2028      1,050      1,107,864
INEOS Group Holdings plc (United Kingdom)(c)   8.50%    2/15/2016      1,500      1,016,250
INVISTA   9.25%    5/1/2012      725      739,500
Koppers, Inc.   7.875%    12/1/2019      125      126,875
Mosaic Co. (The)   7.375%    12/1/2014      500      535,396
Nalco Co.   8.25%    5/15/2017      675      720,563
Nalco Co.   8.875%    11/15/2013      875      905,625
Potash Corp. of Saskatchewan, Inc. (Canada)(c)   4.875%    3/30/2020      500      494,294
Rockwood Specialties Group, Inc.   7.50%    11/15/2014      850      862,750
Terra Capital, Inc.   7.75%    11/1/2019      950      1,021,250
              
Total              12,286,760
              
Consumer/Commercial/Lease Financing 0.18%           
International Lease Finance Corp.   6.375%    3/25/2013      1,000      822,745
              
Consumer Products 0.35%           
Elizabeth Arden, Inc.   7.75%    1/15/2014      1,625      1,608,750
              
Diversified Capital Goods 2.64%           
Actuant Corp.   6.875%    6/15/2017      2,100      2,008,125
Belden, Inc.   7.00%    3/15/2017      1,400      1,370,250
Belden, Inc.   9.25%    6/15/2019      675      716,344

 

See Notes to Financial Statements.

 

13


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Diversified Capital Goods (continued)           
General Cable Corp.   7.125%    4/1/2017    $ 850    $ 839,375
Ingersoll-Rand Global Holding Co., Ltd.   9.50%    4/15/2014      1,700      2,033,222
Mueller Water Products, Inc.   7.375%    6/1/2017      1,275      1,185,750
Park-Ohio Industries, Inc.   8.375%    11/15/2014      525      405,563
RBS Global & Rexnord Corp.   9.50%    8/1/2014      2,050      2,065,375
Sensus USA, Inc.   8.625%    12/15/2013      405      415,631
Timken Co.   6.00%    9/15/2014      875      921,760
              
Total                11,961,395
              
Electric: Generation 3.24%           
Dynegy Holdings, Inc.   7.75%    6/1/2019      575      501,688
Dynegy Holdings, Inc.   8.375%    5/1/2016      2,465      2,354,075
Edison Mission Energy   7.00%    5/15/2017      1,825      1,450,875
Edison Mission Energy   7.75%    6/15/2016      2,900      2,479,500
Mirant Americas Generation LLC   9.125%    5/1/2031      1,500      1,357,500
Mirant North America LLC   7.375%    12/31/2013      750      745,312
NRG Energy, Inc.   7.25%    2/1/2014      800      812,000
NRG Energy, Inc.   7.375%    2/1/2016        1,100      1,104,125
RRI Energy, Inc.   6.75%    12/15/2014      387      396,675
Texas Competitive Electric Holdings Co. LLC   10.25%    11/1/2015      4,300      3,504,500
              
Total              14,706,250
              
Electric: Integrated 2.64%           
AES Corp. (The)   8.00%    10/15/2017      1,600      1,650,000
Central Illinois Light Co.   8.875%    12/15/2013      1,000      1,132,525
Commonwealth Edison Co.   5.80%    3/15/2018      1,900      2,018,300
Connecticut Light & Power Co. (The)   5.50%    2/1/2019      1,100      1,162,836
E. ON International Finance BV (Netherlands)(c)   5.80%    4/30/2018      1,000      1,075,782
Nevada Power Co.   5.875%    1/15/2015      1,000      1,074,316
Northeast Utilities   5.65%    6/1/2013      1,000      1,035,287
PECO Energy Co.   5.35%    3/1/2018      500      526,335
PSEG Power LLC   5.32%    9/15/2016      2,242      2,309,957
              
Total              11,985,338
              
Electronics 1.01%           
Advanced Micro Devices, Inc.   8.125%    12/15/2017      200      200,250
Agilent Technologies, Inc.   5.50%    9/14/2015      725      760,874
Amphenol Corp.   4.75%    11/15/2014      275      275,392

 

See Notes to Financial Statements.

 

14


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Electronics (continued)          
Analog Devices, Inc.   5.00%      7/1/2014    $ 450    $ 469,907
Freescale Semiconductor, Inc.   8.875%      12/15/2014        1,500      1,383,750
KLA-Tencor Corp.   6.90%      5/1/2018      875      922,082
NXP BV LLC (Netherlands)(c)   3.034% #    10/15/2013      700      583,625
             
Total                 4,595,880
             
Energy: Exploration & Production 3.98%          
Chesapeake Energy Corp.   6.25%      1/15/2018      1,600      1,544,000
Chesapeake Energy Corp.   7.25%      12/15/2018      750      759,375
Cimarex Energy Co.   7.125%      5/1/2017      1,675      1,700,125
Concho Resources, Inc.   8.625%      10/1/2017      575      606,625
Continental Resources, Inc.   8.25%      10/1/2019      1,550      1,635,250
Forest Oil Corp.   7.25%      6/15/2019      1,325      1,315,062
Forest Oil Corp.   8.50%      2/15/2014      525      551,250
Hercules Offshore, Inc.   10.50%      10/15/2017      650      689,000
KCS Energy Services, Inc.   7.125%      4/1/2012      610      614,575
Kerr-McGee Corp.   6.95%      7/1/2024      1,600      1,736,811
Newfield Exploration Co.   7.125%      5/15/2018      1,250      1,268,750
Questar Market Resources, Inc.   6.80%      3/1/2020      400      417,687
Quicksilver Resources, Inc.   7.125%      4/1/2016      600      562,500
Quicksilver Resources, Inc.   8.25%      8/1/2015      1,300      1,339,000
Range Resources Corp.   7.25%      5/1/2018      125      128,125
Range Resources Corp.   7.375%      7/15/2013      360      368,100
Range Resources Corp.   8.00%      5/15/2019      1,000      1,075,000
Ras Laffan Liquefied Natural Gas Co., Ltd. III (Qatar)(c)   5.50%      9/30/2014      650      684,219
XTO Energy, Inc.   5.50%      6/15/2018      1,000      1,068,475
             
Total             18,063,929
             
Environmental 0.22%          
Clean Harbors, Inc.   7.625%      8/15/2016      1,000      1,018,750
             
Food & Drug Retailers 1.93%          
Duane Reade, Inc.   11.75%      8/1/2015      1,475      1,607,750
Ingles Markets, Inc.   8.875%      5/15/2017      1,275      1,332,375
Rite Aid Corp.   9.375%      12/15/2015      975      862,875
Rite Aid Corp.   10.25%      10/15/2019      1,100      1,166,000

 

See Notes to Financial Statements.

 

15


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Food & Drug Retailers (continued)           
Stater Brothers Holdings, Inc.   8.125%    6/15/2012    $   1,225    $ 1,243,375
SUPERVALU, INC.   7.50%    11/15/2014      2,500      2,543,750
              
Total                  8,756,125
              
Food: Wholesale 1.22%           
Bumble Bee Foods LLC   7.75%    12/15/2015      675      678,375
Bunge NA Finance LP   5.90%    4/1/2017      325      322,190
Del Monte Corp.   7.50%    10/15/2019      325      336,375
Dole Food Co., Inc.   8.75%    7/15/2013      1,400      1,442,000
General Mills, Inc.   5.20%    3/17/2015      950      1,014,942
H.J. Heinz Co.   5.35%    7/15/2013      525      564,822
Mead Johnson Nutrition Co.   4.90%    11/1/2019      400      397,361
Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.   9.25%    4/1/2015      450      459,000
Pinnacle Foods Finance LLC/Pinnacle Foods Finance Corp.   10.625%    4/1/2017      300      313,500
              
Total              5,528,565
              
Forestry/Paper 1.29%           
Boise Paper Holdings LLC/Boise Finance Co.   9.00%    11/1/2017      200      208,250
Cascades, Inc. (Canada)(c)   7.75%    12/15/2017      350      355,250
Cascades, Inc. (Canada)(c)   7.875%    1/15/2020      250      255,000
Cellu Tissue Holdings, Inc.   11.50%    6/1/2014      600      669,000
Georgia-Pacific LLC   8.25%    5/1/2016      1,600      1,704,000
International Paper Co.   7.95%    6/15/2018      525      606,494
Jefferson Smurfit Corp.(d)   7.50%    6/1/2013      70      61,950
Jefferson Smurfit Corp.(d)   8.25%    10/1/2012      250      221,250
PE Paper Escrow GmbH (Austria)(c)   12.00%    8/1/2014      300      332,088
Stone Container Corp.(d)   8.00%    3/15/2017      1,200      1,063,500
Weyerhaeuser Co.   7.375%    10/1/2019      375      392,562
              
Total              5,869,344
              
Gaming 3.37%           
Ameristar Casinos, Inc.   9.25%    6/1/2014      850      886,125
Boyd Gaming Corp.   7.125%    2/1/2016      1,250      1,093,750
Downstream Development Authority Quapaw Tribe of Oklahoma   12.00%    10/15/2015      600      497,250
Harrah’s Operating Co., Inc.   11.25%    6/1/2017      1,100      1,156,375

 

See Notes to Financial Statements.

 

16


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Gaming (continued)           
Harrah’s Operating Escrow LLC/Harrah’s Escrow Corp.   11.25%    6/1/2017    $ 225    $ 236,531
International Game Technology   7.50%    6/15/2019      375      407,056
Isle of Capri Casinos, Inc.   7.00%    3/1/2014      1,850          1,655,750
Las Vegas Sands Corp.   6.375%    2/15/2015        1,100      979,000
MGM Mirage   6.75%    9/1/2012      1,000      897,500
Mohegan Tribal Gaming Authority   11.50%    11/1/2017      900      922,500
Peninsula Gaming LLC   8.375%    8/15/2015      250      250,625
River Rock Entertainment Authority (The)   9.75%    11/1/2011      975      923,812
Scientific Games Corp.   6.25%    12/15/2012      625      618,750
Scientific Games International, Inc.   9.25%    6/15/2019      850      896,750
Seneca Gaming Corp.   7.25%    5/1/2012      1,000      980,000
Shingle Springs Tribal Gaming Authority   9.375%    6/15/2015      500      382,500
Snoqualmie Entertainment Authority   9.125%    2/1/2015      1,300      695,500
Turning Stone Casino Resort   9.125%    9/15/2014      200      196,500
Wynn Las Vegas LLC/Capital Corp.   7.875%    11/1/2017      1,600      1,628,000
              
Total              15,304,274
              
Gas Distribution 3.87%           
Colorado Interstate Gas Co.   6.80%    11/15/2015      829      919,415
El Paso Corp.   7.00%    6/15/2017      975      971,872
El Paso Corp.   7.25%    6/1/2018      250      248,250
El Paso Corp.   8.25%    2/15/2016      675      723,938
El Paso Natural Gas Co.   5.95%    4/15/2017      750      776,269
Ferrellgas Escrow LLC/Ferrellgas Finance Escrow Corp.   6.75%    5/1/2014      1,100      1,089,000
Florida Gas Transmission Co. LLC   7.90%    5/15/2019      300      351,730
Inergy LP/Inergy Finance Corp.   8.25%    3/1/2016      1,000      1,020,000
Inergy LP/Inergy Finance Corp.   8.75%    3/1/2015      250      258,125
MarkWest Energy Partners LP   6.875%    11/1/2014      875      840,000
MarkWest Energy Partners LP   8.75%    4/15/2018      1,100      1,138,500
National Fuel Gas Co.   6.50%    4/15/2018      1,440      1,497,554
NiSource Finance Corp.   6.15%    3/1/2013      400      426,208
Northwest Pipeline GP   6.05%    6/15/2018      175      185,445
Northwest Pipeline GP   7.00%    6/15/2016      1,500      1,691,202
Panhandle Eastern Pipeline Co. LP   7.00%    6/15/2018      460      508,760
Panhandle Eastern Pipeline Co. LP   8.125%    6/1/2019      1,000      1,157,327
Tennessee Gas Pipeline Co.   7.50%    4/1/2017      975      1,086,102

 

See Notes to Financial Statements.

 

17


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Gas Distribution (continued)           
Williams Cos., Inc. (The)   7.875%    9/1/2021    $ 1,000    $ 1,149,280
Williams Partners LP   7.25%    2/1/2017        1,500      1,517,362
              
Total                17,556,339
              
Health Services 6.62%           
Apria Healthcare Group, Inc.   11.25%    11/1/2014      625      689,063
Bausch & Lomb, Inc.   9.875%    11/1/2015      1,600      1,696,000
Bio-Rad Laboratories, Inc.   6.125%    12/15/2014      1,250      1,256,250
Bio-Rad Laboratories, Inc.   8.00%    9/15/2016      1,000      1,057,500
Biomet, Inc.   10.00%    10/15/2017      1,000      1,091,250
Centene Corp.   7.25%    4/1/2014      1,350      1,343,250
Community Health Systems, Inc.   8.875%    7/15/2015      3,000      3,112,500
DaVita, Inc.   7.25%    3/15/2015      1,200      1,209,000
Hanger Orthopedic Group, Inc.   10.25%    6/1/2014      725      772,125
HCA, Inc.   7.875%    2/15/2020      500      521,875
HCA, Inc.   8.50%    4/15/2019      1,275      1,380,187
HCA, Inc.   9.125%    11/15/2014      4,500      4,758,750
HCA, Inc.   9.875%    2/15/2017      500      555,000
HealthSouth Corp.   8.125%    2/15/2020      1,350      1,336,500
National Mentor Holdings, Inc.   11.25%    7/1/2014      225      230,625
Select Medical Corp.   7.625%    2/1/2015      1,900      1,852,500
Sun Healthcare Group, Inc.   9.125%    4/15/2015      2,000      2,065,000
Tenet Healthcare Corp.   8.875%    7/1/2019      650      705,250
United Surgical Partners, Inc.   8.875%    5/1/2017      1,500      1,552,500
Vanguard Health Holdings Co. II LLC   9.00%    10/1/2014      2,000      2,082,500
VWR Funding, Inc. PIK   10.25%    7/15/2015      750      783,750
              
Total              30,051,375
              
Hotels 0.77%           
FelCor Lodging LP   10.00%    10/1/2014      375      380,156
Host Hotels & Resorts LP   6.375%    3/15/2015      1,000      985,000
Host Hotels & Resorts LP   7.00%    8/15/2012      500      510,625
Hyatt Hotels Corp.   5.75%    8/15/2015      500      503,594
Starwood Hotels & Resorts Worldwide, Inc.   6.25%    2/15/2013      119      123,314
Starwood Hotels & Resorts Worldwide, Inc.   6.75%    5/15/2018      1,000      1,007,500
              
Total              3,510,189
              

 

See Notes to Financial Statements.

 

18


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Household & Leisure Products 0.93%           
ACCO Brands Corp.   10.625%    3/15/2015    $ 275    $ 303,875
Brunswick Corp.   11.25%    11/1/2016      225      254,250
Mattel, Inc.   5.625%    3/15/2013      1,000      1,057,185
Newell Rubbermaid, Inc.   10.60%    4/15/2019      800      1,007,931
Whirlpool Corp.   8.60%    5/1/2014      1,425      1,614,944
              
Total              4,238,185
              
Integrated Energy 0.72%           
Marathon Oil Corp.   6.50%    2/15/2014        1,113      1,232,279
Petrobras International Finance Co. (Brazil)(c)   5.875%    3/1/2018      2,000      2,026,820
              
Total                  3,259,099
              
Investments & Miscellaneous Financial Services 0.34%         
BlackRock, Inc.   3.50%    12/10/2014      425      420,133
FMR LLC   5.35%    11/15/2021      400      382,570
Nuveen Investments, Inc.   10.50%    11/15/2015      800      730,000
              
Total              1,532,703
              
Leisure 0.55%           
Speedway Motorsports, Inc.   8.75%    6/1/2016      1,500      1,590,000
Universal City Development Partners Ltd.   8.875%    11/15/2015      500      491,875
Universal City Development Partners Ltd.   10.875%    11/15/2016      400      403,000
              
Total              2,484,875
              
Life Insurance 0.34%           
MetLife, Inc.   5.00%    6/15/2015      975      1,026,705
UnitedHealth Group, Inc.   4.875%    4/1/2013      500      524,352
              
Total              1,551,057
              
Machinery 1.52%           
Altra Holdings, Inc.   8.125%    12/1/2016      1,075      1,108,594
Baldor Electric Co.   8.625%    2/15/2017      3,025      3,108,187
Gardner Denver, Inc.   8.00%    5/1/2013      1,075      1,058,875
Roper Industries, Inc.   6.25%    9/1/2019      550      573,623
Roper Industries, Inc.   6.625%    8/15/2013      950      1,035,448
              
Total              6,884,727
              
Media: Broadcast 1.13%           
Allbritton Communications Co.   7.75%    12/15/2012      1,200      1,186,500
Belo Corp.   8.00%    11/15/2016      300      309,750

 

See Notes to Financial Statements.

 

19


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Media: Broadcast (continued)          
CBS Corp.   8.875%      5/15/2019    $   1,200    $     1,437,966
Discovery Communications LLC   5.625%      8/15/2019      550      568,942
FoxCo Acquisition Sub LLC   13.375%      7/15/2016      300      233,625
Grupo Televisa SA (Mexico)(c)   6.00%      5/15/2018      200      202,248
Lin TV Corp.   6.50%      5/15/2013      500      485,000
Salem Communications Corp.   9.625%      12/15/2016      400      421,000
Sinclair Broadcast Group, Inc.   8.00%      3/15/2012      292      286,160
             
Total             5,131,191
             
Media: Cable 1.88%          
CCH II LLC/CCH II Capital Corp.   13.50%      11/30/2016      367      429,943
CSC Holdings, Inc.   8.625%      2/15/2019      1,700      1,838,125
DirecTV Holdings LLC/DirecTV Financing Co., Inc.   6.375%      6/15/2015      1,550      1,617,812
DISH DBS Corp.   7.125%      2/1/2016      1,075      1,103,219
Mediacom Broadband LLC   8.50%      10/15/2015      625      634,375
Mediacom Communications Corp.   9.125%      8/15/2019      1,475      1,511,875
Virgin Media Finance plc (United Kingdom)(c)   8.375%      10/15/2019      500      516,875
Virgin Media Finance plc (United Kingdom)(c)   9.50%      8/15/2016      800      863,000
             
Total             8,515,224
             
Media: Services 1.35%          
Affinion Group, Inc.   10.125%      10/15/2013      300      309,750
Affinion Group, Inc.   11.50%      10/15/2015      865      910,413
Interpublic Group of Cos., Inc. (The)   6.25%      11/15/2014      1,610      1,553,650
Interpublic Group of Cos., Inc. (The)   10.00%      7/15/2017      875      975,625
WMG Acquisition Corp.   9.50%      6/15/2016      2,200      2,367,750
             
Total             6,117,188
             
Metals/Mining (Excluding Steel) 2.33%          
Aleris International, Inc.(d)   10.00%      12/15/2016      850      6,375
Anglo American Capital plc (United Kingdom)(c)   9.375%      4/8/2014      300      360,305
Arch Coal, Inc.   8.75%      8/1/2016      700      743,750
Barrick Gold Corp. (Canada)(c)   6.95%      4/1/2019      300      338,369
Foundation PA Coal Co.   7.25%      8/1/2014      750      763,125
Freeport-McMoRan Copper & Gold, Inc.   8.375%      4/1/2017      2,025      2,220,415
Murray Energy Corp.   10.25%      10/15/2015      1,000      1,000,000
Noranda Aluminum Acquisition Corp. PIK   5.274% #    5/15/2015      1,149      897,514
Peabody Energy Corp.   5.875%      4/15/2016      1,000      980,000

 

See Notes to Financial Statements.

 

20


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Metals/Mining (Excluding Steel) (continued)          
Peabody Energy Corp.   7.375%      11/1/2016    $ 225    $ 233,156
Teck Resources Ltd. (Canada)(c)   9.75%      5/15/2014      525      608,344
Teck Resources Ltd. (Canada)(c)   10.75%      5/15/2019      2,000      2,400,000
             
Total             10,551,353
             
Mortgage Banks & Thrifts 0.00%          
Washington Mutual Bank(d)   6.875%      6/15/2011      1,250      12,500
             
Multi-Line Insurance 0.77%          
American International Group, Inc.   8.25%      8/15/2018      1,000      940,253
AXA SA (France)(c)   6.379%      12/29/2049      550      445,500
HUB International Holdings, Inc.   9.00%      12/15/2014      475      456,000
USI Holdings Corp.   4.148% #    11/15/2014        1,125      929,531
Willis North America, Inc.   7.00%      9/29/2019      600      612,025
ZFS Finance (USA) Trust V   6.50%      5/9/2037      145      125,425
             
Total                 3,508,734
             
Non-Food & Drug Retailers 2.11%          
Brookstone Co., Inc.   12.00%      10/15/2012      675      452,250
J.C. Penney Corp., Inc.   6.875%      10/15/2015      150      159,000
J.C. Penney Corp., Inc.   7.125%      11/15/2023      300      298,875
J.C. Penney Corp., Inc.   7.95%      4/1/2017      250      274,375
Limited Brands, Inc.   6.90%      7/15/2017      825      828,094
Limited Brands, Inc.   7.60%      7/15/2037      400      358,000
Limited Brands, Inc.   8.50%      6/15/2019      900      983,250
Macy’s Retail Holdings, Inc.   5.90%      12/1/2016      1,700      1,666,000
Macy’s Retail Holdings, Inc.   6.375%      3/15/2037      945      803,250
Macy’s Retail Holdings, Inc.   8.875%      7/15/2015      850      941,375
Nordstrom, Inc.   6.25%      1/15/2018      800      867,351
Toys “R” Us Property Co. I LLC   10.75%      7/15/2017      1,150      1,265,000
Toys “R” Us Property Co. II LLC   8.50%      12/1/2017      650      664,625
             
Total             9,561,445
             
Oil Field Equipment & Services 1.90%          
Bristow Group, Inc.   6.125%      6/15/2013      1,500      1,488,750
Cameron International Corp.   6.375%      7/15/2018      475      507,471
Complete Production Services, Inc.   8.00%      12/15/2016      1,200      1,189,500
Dresser-Rand Group, Inc.   7.375%      11/1/2014      854      849,730
Hornbeck Offshore Services, Inc.   8.00%      9/1/2017      975      979,875

 

See Notes to Financial Statements.

 

21


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Oil Field Equipment & Services (continued)           
Hornbeck Offshore Services, Inc. Series B   6.125%    12/1/2014    $ 450    $ 422,438
Key Energy Services, Inc.   8.375%    12/1/2014      525      528,938
National Oilwell Varco, Inc.   6.125%    8/15/2015      1,000      1,004,375
Pride International, Inc.   7.375%    7/15/2014      605      627,687
SEACOR Holdings, Inc.   7.375%    10/1/2019        1,000      1,014,088
              
Total                  8,612,852
              
Oil Refining & Marketing 0.47%           
Tesoro Corp.   6.25%    11/1/2012      875      875,000
Tesoro Corp.   9.75%    6/1/2019      1,200      1,248,000
              
Total              2,123,000
              
Packaging 2.71%           
Ball Corp.   6.625%    3/15/2018      1,300      1,290,250
Ball Corp.   7.375%    9/1/2019      1,500      1,548,750
Crown Americas LLC/Crown Americas Capital Corp. II   7.625%    5/15/2017      1,000      1,042,500
Crown Cork & Seal Co., Inc.   7.375%    12/15/2026      1,870      1,743,775
Graham Packaging Co LP/GPC Capital Corp. I   8.25%    1/1/2017      400      397,000
Graphic Packaging International Corp.   9.50%    8/15/2013      1,245      1,291,687
Owens-Brockway Glass Container, Inc.   7.375%    5/15/2016      1,250      1,296,875
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC   7.75%    10/15/2016      625      642,188
Sealed Air Corp.   7.875%    6/15/2017      1,000      1,066,666
Solo Cup Co.   8.50%    2/15/2014      800      786,000
Solo Cup Co.   10.50%    11/1/2013      500      535,000
Vitro SA de CV (Mexico)(c)(d)   9.125%    2/1/2017      1,500      652,500
              
Total              12,293,191
              
Pharmaceuticals 0.44%           
Axcan Intermediate Holdings, Inc.   12.75%    3/1/2016      575      645,437
Boston Scientific Corp.   4.50%    1/15/2015      275      275,868
Novartis Securities Investment Ltd.   5.125%    2/10/2019      725      763,018
Watson Pharmaceuticals, Inc.   5.00%    8/15/2014      300      306,607
              
Total              1,990,930
              
Printing & Publishing 0.13%           
Deluxe Corp.   7.375%    6/1/2015      600      581,250
              

 

See Notes to Financial Statements.

 

22


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Property & Casualty 0.34%          
Liberty Mutual Group, Inc.   10.75%      6/15/2058    $   1,425    $ 1,524,750
             
Real Estate Investment Trusts 0.24%          
DuPont Fabros Technology LP   8.50%      12/15/2017      625      638,281
ProLogis   5.625%      11/15/2016      500      461,411
             
Total                 1,099,692
             
Restaurants 0.78%          
Denny’s Corp./Denny’s Holdings, Inc.   10.00%      10/1/2012      1,000      1,027,500
McDonald’s Corp.   5.00%      2/1/2019      1,350      1,413,596
Wendy’s/Arby’s Restaurants LLC   10.00%      7/15/2016      1,000      1,095,000
             
Total             3,536,096
             
Software/Services 2.21%          
Ceridian Corp.   11.25%      11/15/2015      1,000      958,750
First Data Corp.   9.875%      9/24/2015      2,200      2,062,500
Open Solutions, Inc.   9.75%      2/1/2015      600      464,250
SERENA Software, Inc.   10.375%      3/15/2016      500      483,125
SunGard Data Systems, Inc.   9.125%      8/15/2013      1,650      1,699,500
SunGard Data Systems, Inc.   10.25%      8/15/2015      2,000      2,140,000
Syniverse Technologies, Inc.   7.75%      8/15/2013      1,450      1,448,187
Vangent, Inc.   9.625%      2/15/2015      800      757,000
             
Total             10,013,312
             
Steel Producers/Products 0.64%          
Algoma Acquisition Corp. (Canada)(c)   9.875%      6/15/2015      1,075      920,469
Allegheny Ludlum Corp.   6.95%      12/15/2025      575      522,169
Allegheny Technologies, Inc.   9.375%      6/1/2019      800      922,327
Essar Steel Algoma, Inc. (Canada)(c)   9.375%      3/15/2015      525      520,406
             
Total             2,885,371
             
Support: Services 2.18%          
ARAMARK Corp.   3.781% #    2/1/2015      1,250      1,150,000
Ashtead Capital, Inc.   9.00%      8/15/2016      475      477,969
Corrections Corp. of America   7.75%      6/1/2017      1,400      1,449,000
Expedia, Inc.   8.50%      7/1/2016      725      787,531
FTI Consulting, Inc.   7.75%      10/1/2016      750      763,125
Geo Group, Inc. (The)   7.75%      10/15/2017      725      745,844
Hertz Corp. (The)   8.875%      1/1/2014      1,275      1,310,062

 

See Notes to Financial Statements.

 

23


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
    Maturity
Date
   Principal
Amount
(000)
   Value
Support: Services (continued)          
Iron Mountain, Inc.   7.75%      1/15/2015    $ 800    $ 808,000
JohnsonDiversey, Inc.   8.25%      11/15/2019      450      457,875
Rental Service Corp.   9.50%      12/1/2014      500      503,125
Rental Service Corp.   10.00%      7/15/2017      350      382,375
Travelport LLC   9.875%      9/1/2014      220      228,250
United Rentals (North America), Inc.   10.875%      6/15/2016      750      819,375
             
Total                 9,882,531
             
Telecommunications: Integrated/Services 2.92%          
CenturyTel, Inc.   6.15%      9/15/2019      875      896,199
Cincinnati Bell, Inc.   8.375%      1/15/2014      2,500      2,556,250
GeoEye, Inc.   9.625%      10/1/2015      1,250      1,292,187
Hughes Network Systems LLC   9.50%      4/15/2014      600      622,500
Hughes Network Systems LLC   9.50%      4/15/2014      900      924,750
MasTec, Inc.   7.625%      2/1/2017      750      724,688
Nordic Telephone Holdings Co. (Denmark)(c)   8.875%      5/1/2016      2,000      2,125,000
Qwest Communications International, Inc.   7.25%      2/15/2011        1,500      1,515,000
Qwest Communications International, Inc.   8.00%      10/1/2015      450      464,625
Telemar Norte Leste SA (Brazil)(c)   9.50%      4/23/2019      200      240,000
Windstream Corp.   7.00%      3/15/2019      2,000      1,880,000
             
Total             13,241,199
             
Telecommunications: Wireless 3.56%          
CC Holdings GS V LLC/Crown Castle GS III Corp.   7.75%      5/1/2017      1,975      2,113,250
DigitalGlobe, Inc.   10.50%      5/1/2014      2,600      2,795,000
Inmarsat Finance plc (United Kingdom)(c)   7.375%      12/1/2017      450      462,375
IPCS, Inc. PIK   4.281% #    5/1/2014      512      438,019
MetroPCS Wireless, Inc.   9.25%      11/1/2014      2,000      2,035,000
NII Capital Corp.   8.875%      12/15/2019      800      783,000
NII Capital Corp.   10.00%      8/15/2016      900      947,250
SBA Telecommunications, Inc.   8.25%      8/15/2019      500      532,500
Sprint Capital Corp.   6.90%      5/1/2019      2,650      2,451,250
Sprint Nextel Corp.   8.375%      8/15/2017      1,725      1,768,125
ViaSat, Inc.   8.875%      9/15/2016      525      543,375
Wind Acquisition Finance SA (Italy)(c)   11.75%      7/15/2017      1,150      1,262,125
             
Total             16,131,269
             

 

See Notes to Financial Statements.

 

24


Schedule of Investments (continued)

December 31, 2009

 

Investments   Interest
Rate
   Maturity
Date
   Principal
Amount
(000)
   Value
Theaters & Entertainment 0.30%           
Cinemark USA, Inc.   8.625%    6/15/2019    $      875    $ 914,375
Regal Cinemas Corp.   8.625%    7/15/2019      425      444,125
              
Total                  1,358,500
              
Transportation (Excluding Air/Rail) 0.13%           
Commercial Barge Line Co.   12.50%    7/15/2017      550      574,750
              
Total High Yield Corporate Bonds (cost $345,362,080)            358,009,969
              
             

Shares
(000)

    
NON-CONVERTIBLE PREFERRED STOCK 0.01%           
Agency/Government Guaranteed 0.01%           
Fannie Mae (cost $514,837)           21      22,550
              
WARRANT 0.00%           
Media: Services           
Charter Communications, Inc. (11/30/2014 at $46.86)* (cost $11,592)           3      20,700
              
Total Long-Term Investments (cost $412,265,085)              430,715,716
              
              Principal
Amount
(000)
    
SHORT-TERM INVESTMENT 3.40%           
Repurchase Agreement           
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $15,675,000 of Federal Home Loan Bank at 0.95% due 11/30/2010; value: $15,753,375; proceeds: $15,440,196 (cost $15,440,196)         $ 15,440      15,440,196
              
Total Investments in Securities 98.36% (cost $427,705,281)            446,155,912
              
Cash and Other Assets in Excess of Liabilities 1.64%              7,432,688
              
Net Assets 100.00%            $ 453,588,600
              

 

See Notes to Financial Statements.

 

25


Schedule of Investments (concluded)

December 31, 2009

 

PIK   Payment-in-kind.
*   Non-income producing security.
~   Deferred interest debentures pay the stated rate, after which they pay a predetermined interest rate.
 

Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and, unless registered under the Act or exempted from registration, may only be resold to qualified institutional investors. Unless otherwise noted, 144A securities are deemed to be liquid.

#  

Variable rate security. The interest rate represents the rate at December 31, 2009.

(a)  

Restricted security. The Fund acquired 45,473 shares in a private placement on June 11, 2009 for a cost of $852,619. The fair value price per share on December 31, 2009 is $35.50.

(b)  

Restricted security. The Fund acquired 10,651 shares in a private placement on November 30, 2009 for a cost of $219,677. The fair value price per share on December 31, 2009 is $35.50.

(c)  

Foreign security traded in U.S. dollars.

(d)  

Defaulted security.

(e)  

Security is perpetual in nature and has no stated maturity.

 

See Notes to Financial Statements.

 

26


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $427,705,281)

   $ 446,155,912   

Cash

     27,673   

Receivables:

  

Interest and dividends

     7,267,450   

Investment securities sold

     1,074,983   

Capital shares sold

     179,654   

From advisor (See Note 3)

     54,392   

Prepaid expenses and other assets

     5,717   

Total assets

     454,765,781   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     252,219   

Management fee

     180,177   

Capital shares reacquired

     167,520   

Directors’ fees

     30,808   

Fund administration

     14,446   

Accrued expenses and other liabilities

     532,011   

Total liabilities

     1,177,181   

NET ASSETS

   $ 453,588,600   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 455,535,163   

Distribution in excess of net investment income

     (1,631,698

Accumulated net realized loss on investments

     (18,765,496

Net unrealized appreciation on investments

     18,450,631   

Net Assets

   $ 453,588,600   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     40,214,559   

Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)

     $11.28   

 

See Notes to Financial Statements.

 

27


Statement of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends

   $ 690,063   

Interest and other

     27,991,631   

Total investment income

     28,681,694   

Expenses:

  

Management fee

     1,793,661   

Shareholder servicing

     1,295,654   

Fund administration

     143,493   

Reports to shareholders

     141,347   

Professional

     52,375   

Directors’ fees

     11,998   

Custody

     10,933   

Other

     8,313   

Gross expenses

     3,457,774   

Expense reductions (See Note 7)

     (770

Management fees waived and expenses reimbursed (See Note 3)

     (355,332

Net expenses

     3,101,672   

Net investment income

     25,580,022   

Net realized and unrealized gain (loss):

  

Net realized loss on investments

     (9,485,075

Net change in unrealized appreciation/depreciation on investments

     88,578,369   

Net realized and unrealized gain

     79,093,294   

Net Increase in Net Assets Resulting From Operations

   $ 104,673,316   

 

See Notes to Financial Statements.

 

28


Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 25,580,022      $ 19,668,838   

Net realized loss on investments

     (9,485,075     (6,591,266

Net change in unrealized appreciation/depreciation on investments

     88,578,369        (72,485,820

Net increase (decrease) in net assets resulting from operations

     104,673,316        (59,408,248

Distributions to shareholders from:

    

Net investment income

     (26,349,492     (21,299,865

Net realized gain

            (809,112

Total distributions to shareholders

     (26,349,492     (22,108,977

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     126,606,135        81,809,354   

Reinvestment of distributions

     26,349,492        22,108,976   

Cost of shares reacquired

     (56,547,115     (59,170,287

Net increase in net assets resulting from capital share transactions

     96,408,512        44,748,043   

Net increase (decrease) in net assets

     174,732,336        (36,769,182

NET ASSETS:

    

Beginning of year

   $ 278,856,264      $ 315,625,446   

End of year

   $ 453,588,600      $ 278,856,264   

Distribution in excess of net investment income

   $ (1,631,698   $ (1,390,244

 

See Notes to Financial Statements.

 

29


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

         

Net asset value, beginning of year

  $  8.91      $11.77      $11.84      $11.49      $12.05   
                             

Investment operations:

         

Net investment income(a)

  .75      .70      .70      .63      .60   

Net realized and unrealized gain (loss)

  2.32      (2.79   .03      .44      (.44
                             

Total from investment operations

  3.07      (2.09   .73      1.07      .16   
                             

Distributions to shareholders from:

         

Net investment income

  (.70   (.74   (.76   (.72   (.59

Net realized gain

       (.03   (.04        (.13
                             

Total distributions

  (.70   (.77   (.80   (.72   (.72
                             

Net asset value, end of year

  $11.28      $  8.91      $11.77      $11.84      $11.49   
                             

Total Return(b)

  34.31   (17.53 )%    6.19   9.33   1.31

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions, including management fees waived and expenses reimbursed

  .86   .87   .90   .91   .90

Expenses, including expense reductions, management fees waived and expenses reimbursed

  .86   .87   .90   .90   .90

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  .96   .94   .95   .96   .94

Net investment income

  7.11   6.32   5.67   5.31   5.00
Supplemental Data:                                   

Net assets, end of year (000)

  $453,589      $278,856      $315,625      $257,180      $212,277   

Portfolio turnover rate

  51.76   34.22   34.04   37.88   47.33
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

 

See Notes to Financial Statements.

 

30


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers Bond-Debenture Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is to seek high current income and the opportunity for capital appreciation to produce a high total return. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Fixed income securities are valued at the mean between the bid and asked prices on the basis of prices supplied by independent pricing services, which reflect broker/dealer supplied valuations and the independent pricing services’ own electronic data processing techniques. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

 

31


Notes to Financial Statements (continued)

 

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(g)   When-Issued or Forward Transactions or To-Be-Announced (“TBA”) Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued, forward transactions or TBA transactions involve a commitment by a Fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and value of the security in determining its net asset value. The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.

 

(h)  

Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability.

 

32


Notes to Financial Statements (continued)

 

 

Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*    Level 1    Level 2    Level 3    Total

Common Stocks

   $ 1,032,600    $ 1,614,292    $             –    $ 2,646,892

Convertible Bonds

          53,272,835           53,272,835

Convertible Preferred Stocks

     7,026,822      4,522,738           11,549,560

Government Sponsored Enterprises Bond

          5,193,210           5,193,210

High Yield Corporate Bonds

          358,009,969           358,009,969

Non-Convertible Preferred Stock

     22,550                22,550

Warrant

          20,700           20,700

Repurchase Agreement

          15,440,196           15,440,196

Total

   $ 8,081,972    $ 438,073,940    $    $ 446,155,912
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .50%

Over $1 billion

   .45%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .50% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

 

33


Notes to Financial Statements (continued)

 

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .35% of average daily net assets.

For the period May 1, 2009 through December 30, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of .87% of average daily net assets.

Effective December 31, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of .90% of average daily net assets.

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $1,255,563 for such services arrangements, which have been included in Shareholder servicing expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/2009

  

Year Ended

12/31/2008

Distributions paid from:

     

Ordinary income

   $ 26,349,492    $ 21,300,411

Net long-term capital gains

          808,566

Total distributions paid

   $ 26,349,492    $ 22,108,977

 

34


Notes to Financial Statements (continued)

 

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 322,360   

Total undistributed earnings

   $ 322,360   

Capital loss carryforwards*

     (16,319,930

Temporary differences

     (1,563,140

Unrealized gains – net

     15,614,147   

Total accumulated losses – net

   $ (1,946,563
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$3,015,546   $ 13,304,384   $ 16,319,930

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $1,532,332 during fiscal 2009.

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 430,541,765   

Gross unrealized gain

     27,698,601   

Gross unrealized loss

     (12,084,454

Net unrealized security gain

   $ 15,614,147   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities and premium amortization.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions
in Excess of
Net Investment
Income
  Accumulated
Net Realized
Loss
 
$528,016   $ (528,016

The permanent differences are attributable to the tax treatment of premium amortization, certain securities, and paydown gains and losses.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

U.S.
Government
Purchases*
  Non-U.S.
Government
Purchases
  U.S.
Government
Sales*
  Non-U.S.
Government
Sales
$43,070,911   $ 219,113,919   $ 83,478,471   $ 97,789,757
* Includes U.S. Government sponsored enterprises securities.

 

35


Notes to Financial Statements (continued)

 

6.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts have been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

9.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with investing in debt securities. The value of an investment will change as interest rates fluctuate and in response to market movements. When interest rates rise, the prices of debt securities are likely to decline; when rates fall, such prices tend to rise. Longer-term debt securities are usually more sensitive to interest rate changes. There is also the risk that an issuer of a debt security will fail to make timely payments of principal or interest to the Fund, a risk that is greater with high-yield securities (sometimes called “lower-rated bonds” or “junk bonds”) in which the Fund may invest. Some issuers, particularly of high yield securities, may default as to principal and/or interest payments after the Fund purchases its securities. A default, or concerns in the market about an increase in risk of default, may result in losses to the Fund. High yield securities are subject to greater price fluctuations, as well as additional risks.

The mortgage-related securities in which the Fund may invest may be particularly sensitive to changes in prevailing interest rates, economic conditions, including delinquencies and/or defaults. These changes can affect the value, income and/or liquidity of such positions. When interest rates are declining, the value of these securities with prepayment features may not increase as much as other fixed income securities. Early principal repayment may deprive the Fund of income payments above current market rates. Alternatively, rising interest rates may cause payments to occur at a slower-than-expected rate, extending the duration of a security and typically reducing its value. The payment rate will thus affect the price and volatility of a mortgage-related security. In addition, while securities of government sponsored enterprises are guaranteed with respect to the timely payment of interest and principal by the particular enterprise involved, they commonly are not guaranteed by the U.S. Government.

 

36


Notes to Financial Statements (concluded)

 

The Fund may invest up to 20% of its net assets in equity securities which may subject it to the general risks and considerations associated with investing in equity securities. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests.

The Fund may invest up to 20% of its net assets in foreign securities, which may present market, liquidity, currency, political, information and other risks.

These factors can affect the Fund’s performance.

10. SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   12,136,685      7,383,249   

Reinvestment of distributions

   2,340,097      2,547,117   

Shares reacquired

   (5,560,333   (5,456,997

Increase

   8,916,449      4,473,369   

11.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

37


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Bond-Debenture Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Bond-Debenture Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

38


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush-O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

 

39


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

 

40


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 –2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

 

41


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst – other investment strategies (2000 - 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

 

42


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

43


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the Fund’s investment performance was in the fifth quintile of its performance universe for the nine-month period, in the second quintile for the one-year and five-year periods, and in the first quintile for the three-year period. The Board also observed that the investment performance of the Fund was lower than that of the Lipper Variable Underlying Funds High Yield Index for the nine-month period and higher than that of the Index for the one-year, three-year, and five-year periods. The Board also noted that the Fund’s investment objective, strategy, and investment team were identical to those of Lord Abbett Bond-Debenture Fund, Inc. (Bond-Debenture Fund) and observed that the performance of the Class A shares of Bond-Debenture Fund was in the fourth quintile of its performance universe and lower than that of the relevant Lipper index for the ten-year period.

 

44


Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board noted that it and Lord Abbett had agreed to an expense reimbursement agreement through April 30, 2009 that limited all expenses other than management fees to 0.35%, but that Lord Abbett had not entered into a new expense reimbursement agreement and instead had made voluntary reimbursements that had the effect of keeping the total expense ratio at approximately 0.87%, and intended to continue to make reimbursements that would keep the expense ratio at approximately 0.90%, which reimbursements it could end at any time. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately eleven basis points below the median of the peer group and the actual management and administrative services fee rates were approximately eight basis points below the median of the peer group. The Board observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately thirteen basis points below the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the expense ratio described above, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to

 

45


the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

46


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 1.80% of ordinary income distribution paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

47


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

Bond-Debenture Portfolio

 

LASFBD-2-1209

(02/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—Growth and

Income Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — Growth and Income Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund — Growth and Income Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index 6) for the fiscal year.

Q: How did the Growth and Income Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 18.90%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the

 

1


 

 

 

Russell 1000 Value® Index,7 which had a total return of 19.69% over the same period.

Q: What were the most significant factors affecting performance?

A: The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the financial services sector (owing to an overweight position) and the producer durables sector (owing to an underweight position).

Among the individual holdings that detracted from performance were financial services holdings Bank of America Corp. (the Fund’s number-one detractor), a provider of banking, investing, asset management, and other financial and risk-management products and services, and Fifth Third Bancorp, a diversified financial services company; and producer durables holding General Electric, a diversified technology, media and financial services company.

The most significant contributors to the Fund’s performance relative to its benchmark for the 12-month period were the consumer discretionary sector (owing to an overweight position and strong stock selection) and the energy sector (owing to strong stock selection).

Among the individual holdings that contributed to performance were consumer discretionary holdings Hertz Global Holdings, Inc. (the Fund’s number-one contributor), an operator of car and equipment rental centers, and J. Crew Group, Inc., a retailer of apparel, shoes, and accessories; and consumer staples holding Coca-Cola Enterprises, Inc., a supplier of non-alcoholic beverages.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index is composed of 2,000 securities with market values ranging from $25 million to $275 million. The Growth Index is comprised of securities in the Russell 2000® Index with higher price-to-book ratios and higher forecasted growth.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

7  The Russell 1000® Value Index measures the performance of the large-cap value segment of the U.S. equity market. It includes those Russell 1000 companies with lower price-to-book ratios and lower expected growth values.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

2


 

 

 

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000® Value Index, the S&P 500® Index and the S&P 500 Value Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    5 Years    10 Years

Class VC

   18.90%    -1.09%    2.15%

 

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
the Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC

        

Actual

     $ 1,000.00   $ 1,196.60   $ 5.15

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,020.55   $ 4.74
 

Net expenses are equal to the Fund’s annualized expense ratio of 0.93%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   15.08%

Consumer Staples

   4.82%

Energy

   18.02%

Financial Services

   27.42%

Healthcare

   8.89%

Materials & Processing

   6.29%

Producer Durables

   7.64%

Technology

   2.86%

Utilities

   3.61%

Short-Term Investment

   5.37%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      Value
(000)
LONG-TERM INVESTMENTS 95.21%
COMMON STOCKS 94.97%
Advertising Agencies 0.38%     
Omnicom Group, Inc.   108,500      $ 4,248
          
Aerospace 0.27%     
Raytheon Co.   58,100        2,993
          
Air Transportation 3.30%     
Delta Air Lines, Inc.*   2,977,047        33,879
FedEx Corp.   32,100        2,679
          
Total          36,558
          
Asset Management & Custodian 1.71%
Franklin Resources, Inc.   112,493        11,851
Legg Mason, Inc.   44,300        1,336
State Street Corp.   132,600        5,774
          
Total          18,961
          
Automobiles 1.58%
Ford Motor Co.*   1,751,600        17,516
          
Banks: Diversified 12.67%
Bank of America Corp.   1,399,593        21,078
BB&T Corp.   196,717        4,991
KeyCorp   945,300        5,246
M&T Bank Corp.   117,079        7,831
PNC Financial Services Group, Inc. (The)   393,946        20,796
Regions Financial Corp.   541,500        2,865
SunTrust Banks, Inc.   972,000        19,722
Wells Fargo & Co.   1,810,901        48,876
Zions Bancorp   692,430        8,884
          
Total             140,289
          
Biotechnology 1.14%
Amgen, Inc.*   222,696        12,598
          
Building Materials 0.06%
Masco Corp.   50,106        692
          
Investments   Shares      Value
(000)
Cable Television Services 1.23%
Comcast Corp. Class A   515,302      $ 8,688
Time Warner Cable, Inc.   117,751        4,874
          
Total          13,562
          
Chemical: Diversified 1.08%
Dow Chemical Co. (The)   430,300        11,889
          
Chemical: Specialty 0.36%
Praxair, Inc.   49,802        4,000
          
Coal 0.46%
Arch Coal, Inc.   227,700        5,066
          
Communications Technology 0.51%
Cisco Systems, Inc.*   237,600        5,688
          
Computer Services, Software & Systems 0.43%
Adobe Systems, Inc.*   129,200        4,752
          
Computer Technology 1.36%
EMC Corp.*   263,100        4,596
Hewlett-Packard Co.   202,885        10,451
          
Total          15,047
          
Diversified Financial Services 11.52%
Bank of New York Mellon Corp. (The)   834,748        23,348
Capital One Financial Corp.   26,300        1,008
Citigroup, Inc.   3,087,100        10,218
Goldman Sachs Group, Inc. (The)   166,072        28,039
JPMorgan Chase & Co.   1,129,138        47,051
Morgan Stanley   602,800        17,843
          
Total             127,507
          
Diversified Manufacturing Operations 2.36%
Eaton Corp.   337,072        21,445
Honeywell International, Inc.   119,500        4,684
          
Total          26,129
          

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Diversified Media 0.42%
Time Warner, Inc.   159,366      $ 4,644
          
Diversified Retail 4.50%
HSN, Inc.*   554,309        11,191
J.C. Penney Co., Inc.   206,200        5,487
Kohl’s Corp.*   155,100        8,365
Target Corp.   450,600        21,796
Wal-Mart Stores, Inc.   56,392        3,014
          
Total          49,853
          
Drug & Grocery Store Chains 2.21%
Kroger Co. (The)   1,193,453        24,502
          
Entertainment 0.33%
Viacom, Inc. Class B*   123,300        3,666
          
Fertilizers 1.22%
Mosaic Co. (The)   185,500        11,080
Potash Corp. of Saskatchewan, Inc. (Canada)(a)   22,300        2,419
          
Total          13,499
          
Foods 0.70%
Kraft Foods, Inc. Class A   286,297        7,782
          
Fruit & Grain Processing 1.66%
Archer Daniels Midland Co.   586,300        18,357
          
Gas Pipeline 0.88%
El Paso Corp.   990,770        9,739
          
Gold 2.10%
Barrick Gold Corp. (Canada)(a)   413,300        16,276
Newmont Mining Corp.   146,300        6,921
          
Total               23,197
          
Healthcare Management Services 1.57%
UnitedHealth Group, Inc.   570,100        17,377
          
Investments   Shares      Value
(000)
Homebuilding 0.54%
Pulte Homes, Inc.*   601,800      $ 6,018
          
Hotel/Motel 1.96%
Hyatt Hotels Corp. Class A*   266,100        7,933
Marriott International, Inc. Class A   394,874        10,760
Starwood Hotels & Resorts Worldwide, Inc.   83,000        3,035
          
Total          21,728
          
Insurance: Life 0.20%
Principal Financial Group, Inc.   93,800        2,255
          
Insurance: Multi-Line 0.73%
MetLife, Inc.   226,761        8,016
          
Leisure Time 0.70%
Carnival Corp. Unit*   242,650        7,689
          
Machinery: Construction & Handling 1.06%
Caterpillar, Inc.   204,900        11,677
          
Machinery: Industrial 0.13%
Joy Global, Inc.   28,700        1,481
          
Medical & Dental Instruments & Supplies 1.96%
Boston Scientific Corp.*   1,126,898        10,142
Covidien plc (Ireland)(a)   241,671        11,574
          
Total               21,716
          
Metals & Minerals: Diversified 0.95%
Agnico-Eagle Mines Ltd. (Canada)(a)   60,900        3,289
Cliffs Natural Resources, Inc.   157,400        7,254
          
Total          10,543
          
Oil: Crude Producers 3.68%
Apache Corp.   23,000        2,373
Devon Energy Corp.   102,400        7,526

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Oil: Crude Producers (continued)
EOG Resources, Inc.   76,064      $ 7,401
Occidental Petroleum Corp.   128,378        10,444
Southwestern Energy Co.*   25,800        1,244
XTO Energy, Inc.   253,175        11,780
          
Total               40,768
          
Oil: Integrated 8.36%
Chevron Corp.   384,725        29,620
ConocoPhillips   129,200        6,598
Exxon Mobil Corp.   241,655        16,478
Hess Corp.   111,400        6,740
Marathon Oil Corp.   371,000        11,583
Murphy Oil Corp.   71,800        3,891
Petroleo Brasileiro SA ADR   172,500        8,225
Suncor Energy, Inc. (Canada)(a)   267,221        9,436
          
Total          92,571
          
Oil Well Equipment & Services 4.75%
Halliburton Co.   539,900        16,246
Schlumberger Ltd.   462,592        30,110
Smith International, Inc.   229,500        6,235
          
Total          52,591
          
Personal Care 0.27%
Colgate-Palmolive Co.   35,800        2,941
          
Pharmaceuticals 4.27%
Abbott Laboratories   275,164        14,856
Johnson & Johnson   125,700        8,096
Merck & Co., Inc.   230,000        8,404
Teva Pharmaceutical Industries Ltd. ADR   283,567        15,931
          
Total          47,287
          
Real Estate Investment Trusts 0.12%
Annaly Capital Management, Inc.   74,600        1,294
          
Investments   Shares      Value
(000)
Rental & Leasing Services: Consumer 2.23%
Hertz Global Holdings, Inc.*   2,068,547      $      24,657
          
Scientific Instruments: Electrical 0.57%
Emerson Electric Co.   147,400        6,279
          
Securities Brokerage & Services 0.41%
Charles Schwab Corp. (The)   238,300        4,485
          
Semiconductors & Components 0.58%
Intel Corp.   313,000        6,385
          
Specialty Retail 0.59%
Best Buy Co., Inc.   80,416        3,173
Home Depot, Inc. (The)   114,300        3,307
          
Total          6,480
          
Steel 0.56%
United States Steel Corp.   113,200        6,240
          
Textiles Apparel & Shoes 0.71%
J. Crew Group, Inc.*   162,529        7,272
NIKE, Inc. Class B   9,300        614
          
Total          7,886
          
Utilities: Electrical 0.80%
PG&E Corp.   151,500        6,765
Southern Co.   63,695        2,122
          
Total          8,887
          
Utilities: Telecommunications 2.83%
AT&T, Inc.   736,947        20,657
Verizon Communications, Inc.   322,700        10,691
          
Total          31,348
          
Total Common Stocks (cost $917,408,529)          1,051,333
          

 

See Notes to Financial Statements.

 

9


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Shares      Value
(000)
 
PREFERRED STOCK 0.24%     
Banks: Diversified       
Bank of America Corp.* (cost $2,659,500)     177,300      $ 2,645   
            
Total Long-Term Investments (cost $920,068,029)          1,053,978   
            
    Principal
Amount
(000)
        
SHORT–TERM INVESTMENT 5.41%   
Repurchase Agreement       
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $57,990,000 of Federal Home Loan Mortgage Corp. at 4.125% due 2/24/2011; value: $61,034,475; proceeds: $59,834,667 (cost $59,834,667)   $ 59,835        59,835   
            
Total Investments in Securities 100.62% (cost $979,902,696)          1,113,813   
            
Liabilities in Excess of Cash and Other Assets (0.62%)          (6,856
            
Net Assets 100.00%        $ 1,106,957   
            
ADR   American Depositary Receipt.
Unit   More than one class of securities traded together.
*   Non-income producing security.
(a)  

Foreign security traded in U.S. dollars.

 

See Notes to Financial Statements.

 

10


Statement of Assets and Liabilities

December 31,2009

 

ASSETS:

  

Investments in securities, at value (cost $979,902,696)

   $ 1,113,812,777   

Cash

     11,852   

Receivables:

  

Capital shares sold

     4,805,561   

Investment securities sold

     3,315,893   

Interest and dividends

     774,497   

Prepaid expenses

     11,458   

Total assets

     1,122,732,038   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     13,991,269   

Management fee

     448,911   

Directors’ fees

     141,956   

Capital shares reacquired

     81,457   

Fund administration

     36,275   

Accrued expenses and other liabilities

     1,075,433   

Total liabilities

     15,775,301   

NET ASSETS

   $ 1,106,956,737   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 1,608,669,995   

Distributions in excess of net investment income

     (95,108

Accumulated net realized loss on investments and foreign currency related transactions

     (635,528,231

Net unrealized appreciation on investments

     133,910,081   

Net Assets

   $ 1,106,956,737   

Outstanding shares (250 million shares of common stock authorized, $.001 par value)

     54,386,949   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

     $20.35   

 

See Notes to Financial Statements.

 

11


Statements of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends (net of foreign withholding taxes of $68,934)

   $ 19,725,291   

Interest

     4,936   

Total investment income

     19,730,227   

Expenses:

  

Management fee

     5,203,972   

Shareholder servicing

     3,873,237   

Fund administration

     419,806   

Reports to shareholders

     108,899   

Professional

     52,447   

Directors’ fees

     35,326   

Custody

     27,349   

Other

     34,023   

Gross expenses

     9,755,059   

Expense reductions (See Note 8)

     (3,319

Net expenses

     9,751,740   

Net investment income

     9,978,487   

Net realized and unrealized gain (loss):

  

Net realized loss on investments and foreign currency related transactions

     (318,850,895

Net realized loss on redemptions in-kind (See Note 6)

     (181,621,468

Net change in unrealized appreciation/depreciation on investments

     563,092,280   

Net realized and unrealized gain

     62,619,917   

Net Increase in Net Assets Resulting From Operations

   $ 72,598,404   

 

See Notes to Financial Statements.

 

12


Statements of Changes in Net Assets

 

DECREASE IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 9,978,487      $ 30,196,214   

Net realized loss on investments and foreign currency related transactions

     (318,850,895     (313,306,748

Net realized loss on redemptions in-kind (See Note 6)

     (181,621,468       

Net change in unrealized appreciation/depreciation on investments

     563,092,280        (597,109,674

Net increase (decrease) in net assets resulting from operations

     72,598,404        (880,220,208

Distributions to shareholders from:

    

Net investment income

     (9,940,508     (30,381,573

Net realized gain

            (7,112,546

Total distributions to shareholders

     (9,940,508     (37,494,119

Capital share transactions (See Note 11):

  

Proceeds from sales of shares

     40,142,340        231,850,955   

Reinvestment of distributions

     9,940,508        37,494,119   

Cost of shares reacquired

     (153,818,111     (269,196,904

Redemptions in-kind (See Note 6)

     (342,061,308       

Net increase (decrease) in net assets resulting from capital share transactions

     (445,796,571     148,170   

Net decrease in net assets

     (383,138,675     (917,566,157

NET ASSETS:

    

Beginning of year

   $ 1,490,095,412      $ 2,407,661,569   

End of year

   $ 1,106,956,737      $ 1,490,095,412   

Distributions in excess of net investment income

   $ (95,108   $ (132,791

 

See Notes to Financial Statements.

 

13


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

  

Net asset value, beginning of year

  $17.27      $  27.91      $29.34      $26.16      $27.18   
                             

Investment operations:

         

Net investment income(a)

  .17      .35      .39      .39      .29   

Net realized and unrealized gain (loss)

  3.10      (10.55   .64      4.12      .60   
                             

Total from investment operations

  3.27      (10.20   1.03      4.51      .89   
                             

Distributions to shareholders from:

         

Net investment income

  (.19   (.36   (.38   (.36   (.27

Net realized gain

       (.08   (2.08   (.97   (1.64
                             

Total distributions

  (.19   (.44   (2.46   (1.33   (1.91
                             

Net asset value, end of year

  $20.35      $  17.27      $27.91      $29.34      $26.16   
                             

Total Return(b)

  18.90   (36.42 )%    3.44   17.27   3.25

Ratios to Average Net Assets:

         

Expenses, including expense reductions

  .93   .90   .88   .87   .91

Expenses, excluding expense reductions

  .93   .90   .88   .87   .91

Net investment income

  .95   1.51   1.27   1.38   1.11
Supplemental Data:                                   

Net assets, end of year (000)

  $1,106,957      $1,490,095      $2,407,662      $2,153,380      $1,592,826   

Portfolio turnover rate

  71.71 %(c)    113.29   91.72 %(c)    51.65 %(c)    46.71
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

(c)  

Includes portfolio securities delivered as a result of redemptions in-kind transactions.

 

See Notes to Financial Statements.

 

14


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers Growth and Income Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is long-term growth of capital and income without excessive fluctuations in market value. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

 

15


Notes to Financial Statements (continued)

 

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

(g)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(h)  

Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk—for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable

 

16


Notes to Financial Statements (continued)

 

 

inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*   

Level 1

(000)

  

Level 2

(000)

  

Level 3

(000)

  

Total

(000)

Common Stocks

   $ 1,051,333    $    $          –    $ 1,051,333

Preferred Stock

     2,645                2,645

Repurchase Agreement

          59,835           59,835

Total

   $ 1,053,978    $ 59,835    $    $ 1,113,813
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .50%

Over $1 billion

   .45%

For fiscal year ended December 31, 2009, the effective management fee paid to Lord Abbett was at an annualized rate of .50% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $3,765,318 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

 

17


Notes to Financial Statements (continued)

 

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/2009

  

Year Ended

12/31/2008

Distributions paid from:

     

Ordinary income

   $ 9,940,508    $ 30,381,573

Net long-term capital gains

          7,112,546

Total distributions paid

   $ 9,940,508    $ 37,494,119

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income– net

   $ 46,848   

Total undistributed earnings

   $ 46,848   

Capital loss carryforwards*

     (556,387,693

Temporary differences

     (141,956

Unrealized gains – net

     54,769,543   

Total accumulated losses—net

   $ (501,713,258
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$174,242,085   $ 382,145,608   $ 556,387,693

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 1,059,043,234   

Gross unrealized gain

     84,540,963   

Gross unrealized loss

     (29,771,420

Net unrealized security gain

   $ 54,769,543   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

 

18


Notes to Financial Statements (continued)

 

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
  Accumulated Net
Realized Loss
  Paid-in
Capital
 
$(296)   $ 181,621,725   $ (181,621,429

The permanent differences are attributable to the tax treatment of foreign currency transactions and redemptions in-kind.

5. PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments and including redemptions in-kind) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$723,994,013   $ 1,174,578,758

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6. REDEMPTIONS IN-KIND

In certain circumstances, the Fund may distribute portfolio securities rather than cash as payments for a redemption of Fund shares (“redemptions in-kind”). For financial reporting purposes, the Fund recognizes a gain on redemptions in-kind to the extent the value of the distributed securities exceeds their costs; the Fund recognizes a loss if the cost exceeds value. During the fiscal year ended December 31, 2009, shareholders of the Fund redeemed Fund shares in exchange for Fund portfolio securities, causing the Fund to realize a net loss of $181,621,468.

7. DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8. EXPENSE REDUCTIONS

The Company has entered into arrangements with the its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

 

19


Notes to Financial Statements (concluded)

 

9.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

10.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value stocks. The value of an investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large-cap value stocks may perform differently than the market as a whole and other types of stocks, such as small company stocks and growth stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to its investments in multinational companies, the Fund may experience increased market, liquidity, currency, political, information and other risks.

These factors can affect the Fund’s performance.

11.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   2,356,631      9,857,097   

Reinvestment of distributions

   485,376      2,310,174   

Shares reacquired

   (9,252,869   (12,147,332

Redemptions in-kind

   (25,488,920     

Increase (decrease)

   (31,899,782   19,939   

12.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

13.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

20


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth and Income Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Growth and Income Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

21


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 –2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 – 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

 

22


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other
Directorships

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush –O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 – 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

23


Basic Information About Management (continued)

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 – 2007), joined Lord Abbett in 1972.

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

 

24


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 –2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 –2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst – other investment strategies (2000 – 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 – 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

 

25


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999–2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

26


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the investment performance of the Fund was in the fourth quintile of its performance universe for the nine-month period, in the third quintile for the one-year, three-year, and five-year periods, and in the second quintile for the ten-year period. The Board also observed that the investment performance was lower than that of the Lipper Variable Underlying Funds Large-Cap Value Index for the nine-month, one-year, three-year, and five-year periods and higher than that of the Index for the ten-year period.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology

 

27


and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately eight basis points below the median of the peer group and the actual management and administrative services fee rates were approximately six basis points below the median of the peer group. The Board also observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately the same as the median of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts

 

28


for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

29


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 100% of the ordinary income distribution paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

 

30


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

Growth and Income Portfolio

 

LASFGI-2-1209

(2/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—

Growth Opportunities Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — Growth Opportunities Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund – Growth Opportunities Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index 6) for the fiscal year.

Q: How did the Growth Opportunities Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 45.55%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions

 

1


 

 

 

reinvested, compared to its benchmark, the Russell Midcap® Growth Index,7 which had a total return of 46.29% in the same period.

Q: What were the most significant factors affecting performance?

A: The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the healthcare, energy, and utilities sectors.

Among the individual holdings that detracted from performance were healthcare holding C.R. Bard, Inc., a supplier of medical, surgical, diagnostic, and patient care devices; energy holding Sunoco, Inc., a petroleum refiner and marketer; and utilities holding MetroPCS Communications, Inc., a U.S. wireless communications provider.

The most significant contributors to the Fund’s performance relative to its benchmark for the 12-month period were the technology, consumer discretionary, and producer durables sectors.

Among the individual holdings that contributed to performance were technology holding Network Appliance, Inc., a provider of storage and data management solutions; consumer discretionary holding Starwood Hotel & Resorts Worldwide, Inc., a worldwide operator of luxury and upscale hotels; and producer durables holding Nalco Holding Co., a provider of integrated water treatment and process improvement services.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index is composed of 2,000 securities with market values ranging from $25 million to $275 million. The Growth Index is comprised of securities in the Russell 2000® Index with higher price-to-book ratios and higher forecasted growth.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

7  The Russell Midcap® Growth Index measures the performance of those Russell Midcap companies with higher price-to-book ratios and higher forecasted growth values. The stocks also are members of the Russell 1000® Growth Index.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current

 

2


 

 

 

performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During the period covered in this report, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell Midcap® Growth Index and the S&P MidCap 400 Growth Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    5 Years    Life of Class

Class VC2

   45.55%    4.24%    7.67%

 

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index begins on April 30, 2003.

2    The Class VC shares were first offered on April 30, 2003.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC

        

Actual

     $ 1,000.00   $ 1,264.70   $ 6.85

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,019.16   $ 6.11
 

Net expenses are equal to the Fund’s annualized expense ratio of 1.20%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   21.63%

Consumer Staples

   1.82%

Energy

   8.86%

Financial Services

   13.11%

Healthcare

   12.65%

Materials & Processing

   4.57%

Producer Durables

   11.99%

Technology

   23.26%

Utilities

   0.45%

Short-Term Investment

   1.66%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      Value
(000)
COMMON STOCKS 98.54%     
Advertising Agencies 0.75%
Lamar Advertising Co. Class A*   25,727      $        800
          
Aerospace 0.81%
Rockwell Collins, Inc.   15,698        869
          
Asset Management & Custodian 4.10%
Affiliated Managers Group, Inc.*   10,499        707
BlackRock, Inc.   3,911        908
Invesco Ltd.   28,000        658
State Street Corp.   11,002        479
T. Rowe Price Group, Inc.   30,862        1,643
          
Total          4,395
          
Auto Parts 0.52%
LKQ Corp.*   28,243        553
          
Auto Services 0.59%
Goodyear Tire & Rubber Co. (The)*   44,940        634
          
Back Office Support, Human Resources, and Consulting 1.38%
Monster Worldwide, Inc.*   42,930        747
Robert Half International, Inc.   27,419        733
          
Total          1,480
          
Banks: Diversified 2.11%
City National Corp.   16,293        743
Fifth Third Bancorp   44,021        429
KeyCorp   111,328        618
SunTrust Banks, Inc.   22,893        465
          
Total          2,255
          
Beverage: Soft Drinks 0.30%
Green Mountain Coffee Roasters, Inc.*   3,963        323
          
Investments   Shares      Value
(000)
Biotechnology 1.84%
Alexion Pharmaceuticals, Inc.*   15,207      $        742
Life Technologies Corp.*   11,070        578
Onyx Pharmaceuticals, Inc.*   22,148        650
          
Total          1,970
          
Casinos & Gambling 1.30%
International Game Technology   45,849        861
MGM Mirage*   58,703        535
          
Total          1,396
          
Chemical: Diversified 0.87%
Celanese Corp. Series A   29,005        931
          
Coal 1.94%
CONSOL Energy, Inc.   25,353        1,263
Walter Energy, Inc.   10,838        816
          
Total          2,079
          
Communications Technology 0.46%
Juniper Networks, Inc.*   18,280        488
          
Computer Services, Software & Systems 7.30%
ANSYS, Inc.*   22,206        965
Citrix Systems, Inc.*   25,707        1,070
Cognizant Technology Solutions Corp. Class A*   36,749        1,665
Equinix, Inc.*   11,034        1,171
F5 Networks, Inc.*   13,594        720
Intuit, Inc.*   14,786        454
McAfee, Inc.*   9,241        375
Nuance Communications, Inc.*   39,986        621
VMware, Inc. Class A*   18,410        780
          
Total          7,821
          
Computer Technology 4.09%
NetApp, Inc.*   49,583        1,705
NVIDIA Corp.*   66,605        1,244

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Computer Technology (continued)
Palm, Inc.*   39,565      $        397
Western Digital Corp.*   23,434        1,035
          
Total          4,381
          
Cosmetics 1.28%
Avon Products, Inc.   23,577        743
Estee Lauder Cos., Inc. (The) Class A   12,929        625
          
Total          1,368
          
Diversified Financial Services 1.41%
Capital One Financial Corp.   17,317        664
Lazard Ltd. Class A   22,302        847
          
Total          1,511
          
Diversified Manufacturing Operations 0.47%
ITT Corp.   10,219        508
          
Diversified Retail 1.35%
Nordstrom, Inc.   38,581        1,450
          
Education Services 0.91%
Apollo Group, Inc. Class A*   16,106        976
          
Electronic Components 1.11%
Amphenol Corp. Class A   25,705        1,187
          
Electronic Entertainment 0.49%
Electronic Arts, Inc.*   29,807        529
          
Engineering & Contracting Services 1.81%
Fluor Corp.   9,341        421
Nalco Holding Co.   39,711        1,013
URS Corp.*   11,354        505
          
Total          1,939
          
Fertilizers 0.83%
CF Industries Holdings, Inc.   2,108        191
Intrepid Potash, Inc.*   23,910        697
          
Total          888
          
Investments   Shares      Value
(000)
Financial Data & Systems 1.47%
Alliance Data Systems Corp.*   11,471      $        741
Moody’s Corp.   31,038        832
          
Total          1,573
          
Healthcare Facilities 0.65%
DaVita, Inc.*   11,812        694
          
Healthcare Management Services 1.72%
CIGNA Corp.   23,108        815
Humana, Inc.*   23,349        1,025
          
Total          1,840
          
Healthcare Services 1.98%
Cerner Corp.*   8,717        719
Express Scripts, Inc.*   8,089        699
McKesson Corp.   11,244        703
          
Total          2,121
          
Homebuilding 0.44%
NVR, Inc.*   662        470
          
Hotel/Motel 2.04%
Marriott International, Inc. Class A   35,776        975
Starwood Hotels & Resorts Worldwide, Inc.   33,078        1,210
          
Total          2,185
          
Insurance: Life 0.99%
Principal Financial Group, Inc.   43,947        1,056
          
Leisure Time 0.66%       
priceline.com, Inc.*   3,217        703
          
Luxury Items 0.66%
Tiffany & Co.   16,394        705
          
Machinery: Industrial 0.54%
Kennametal, Inc.   22,458        582
          

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Medical & Dental Instruments & Supplies 2.84%
C.R. Bard, Inc.   10,453      $        814
Edwards Lifesciences Corp.*   6,540        568
Kinetic Concepts, Inc.*   7,938        299
ResMed, Inc.*   18,246        954
Stryker Corp.   8,141        410
          
Total          3,045
          
Medical Equipment 0.72%
Affymetrix, Inc.*   41,638        243
Thermo Fisher Scientific, Inc.*   11,146        532
          
Total          775
          
Metal Fabricating 1.18%
Precision Castparts Corp.   11,498        1,269
          
Metals & Minerals: Diversified 0.82%
Cliffs Natural Resources, Inc.   8,013        369
Compass Minerals International, Inc.   7,543        507
          
Total          876
          
Miscellaneous: Consumer Staples 0.68%
Energizer Holdings, Inc.*   11,832        725
          
Offshore Drilling & Other Services 1.45%
Atwood Oceanics, Inc.*   18,847        676
Diamond Offshore Drilling, Inc.   8,946        880
          
Total          1,556
          
Oil: Crude Producers 3.01%
Cabot Oil & Gas Corp.   16,197        706
Continental Resources, Inc.*   12,532        537
Petrohawk Energy Corp.*   25,786        619
Range Resources Corp.   12,903        643
Southwestern Energy Co.*   14,785        713
          
Total          3,218
          
Oil: Well Equipment & Services 2.48%
Cameron International Corp.*   26,643        1,114
Investments   Shares      Value
(000)
Oceaneering International, Inc.*   14,886      $        871
Smith International, Inc.   24,860        675
          
Total          2,660
          
Pharmaceuticals 2.92%
AmerisourceBergen Corp.   28,059        732
Vertex Pharmaceuticals, Inc.*   17,864        765
Warner Chilcott plc Class A (Ireland)*(a)   38,117        1,085
Watson Pharmaceuticals, Inc.*   13,766        545
          
Total          3,127
          
Producer Durables: Miscellaneous 0.49%
W.W. Grainger, Inc.   5,434        526
          
Production Technology Equipment 1.46%
Lam Research Corp.*   23,423        918
Varian Semiconductor Equipment Associates, Inc.*   17,899        642
          
Total          1,560
          
Railroads 1.11%
Kansas City Southern*   35,765        1,191
          
Real Estate 0.68%
CB Richard Ellis Group, Inc. Class A*   53,906        731
          
Real Estate Investment Trusts 0.90%
Simon Property Group, Inc.   12,014        959
          
Scientific Instruments: Control & Filter 0.95%
Parker Hannifin Corp.   9,948        536
Roper Industries, Inc.   9,260        485
          
Total          1,021
          
Scientific Instruments: Electrical 0.27%
AMETEK, Inc.   7,652        293
          

 

See Notes to Financial Statements.

 

9


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Scientific Instruments: Gauges & Meters 1.26%
Agilent Technologies, Inc.*   19,578      $        608
Itron, Inc.*   10,888        736
          
Total          1,344
          
Securities Brokerage & Services 1.48%
IntercontinentalExchange, Inc.*   8,449        949
TD Ameritrade Holding Corp.*   32,998        639
          
Total          1,588
          
Semiconductors & Components 8.41%
Altera Corp.   31,959        723
Analog Devices, Inc.   32,882        1,038
Atheros Communications, Inc.*   25,538        874
Avnet, Inc.*   21,927        661
Broadcom Corp. Class A*   13,242        416
Cree, Inc.*   17,369        979
Cypress Semiconductor Corp.*   44,536        470
Linear Technology Corp.   24,477        748
Marvell Technology Group Ltd.*   48,471        1,006
Microchip Technology, Inc.   14,662        426
ON Semiconductor Corp.*   94,717        834
Silicon Laboratories, Inc.*   17,104        827
          
Total          9,002
          
Specialty Retail 8.98%
Abercrombie & Fitch Co. Class A   21,033        733
Aeropostale, Inc.*   16,785        572
American Eagle Outfitters, Inc.   50,918        865
Bed Bath & Beyond, Inc.*   23,582        911
CarMax, Inc.*   35,757        867
Dick’s Sporting Goods, Inc.*   23,185        577
Dress Barn, Inc. (The)*   29,591        684
GameStop Corp. Class A*   28,866        633
Investments   Shares      Value
(000)
Limited Brands, Inc.   69,603      $     1,339
O’Reilly Automotive, Inc.*   16,768        639
Staples, Inc.   16,709        411
TJX Companies, Inc. (The)   17,454        638
Urban Outfitters, Inc.*   21,296        745
          
Total          9,614
          
Steel 0.88%
United States Steel Corp.   17,006        937
          
Textiles Apparel & Shoes 2.20%
Carter’s, Inc.*   26,462        695
Coach, Inc.   30,456        1,113
Polo Ralph Lauren Corp.   6,816        552
          
Total          2,360
          
Tobacco 0.85%
Lorillard, Inc.   11,324        909
          
Transportation: Miscellaneous 0.87%
Expeditors International of Washington, Inc.   26,908        935
          
Truckers 2.03%       
C.H. Robinson Worldwide, Inc.   11,983        704
Con-way, Inc.   21,579        753
J.B. Hunt Transport Services, Inc.   22,307        720
          
Total          2,177
          
Utilities: Miscellaneous 0.45%
Ormat Technologies, Inc.   12,729        482
          
Total Common Stocks (cost $82,832,013)          105,540
          

 

See Notes to Financial Statements.

 

10


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Principal
Amount
(000)
     Value
(000)
SHORT-TERM INVESTMENT 1.67%
Repurchase Agreement     
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $1,730,000 of Federal Home Loan Mortgage Corp. at 4.125% due 2/24/2011; value: $1,820,825; proceeds: $1,784,024
(cost $1,784,024)
  $ 1,784      $     1,784
          
Total Investments in Securities 100.21% (cost $84,616,037)          107,324
          
Liabilities in Excess of Other Assets (0.21%)          (226)
          
Net Assets 100.00%        $ 107,098
          
*   Non-income producing security.
(a)  

Foreign security traded in U.S. dollars.

 

See Notes to Financial Statements.

 

11


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $84,616,037)

   $ 107,324,252   

Receivables:

  

Investment securities sold

     217,728   

Dividends

     33,636   

Capital shares sold

     31,974   

From advisor (See Note 3)

     4,110   

Prepaid expenses and other assets

     603   

Total assets

     107,612,303   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     213,872   

Management fee

     68,387   

Capital shares reacquired

     38,477   

Directors’ fees

     6,202   

Fund administration

     3,420   

Accrued expenses and other liabilities

     183,543   

Total liabilities

     513,901   

NET ASSETS

   $ 107,098,402   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 98,473,464   

Distributions in excess of net investment income

     (6,177

Accumulated net realized loss on investments

     (14,077,100

Net unrealized appreciation on investments

     22,708,215   

Net Assets

   $ 107,098,402   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     7,446,960   

Net asset value, offering and redemption price per share (Net assets divided by outstanding shares)

     $14.38   

 

See Notes to Financial Statements.

 

12


Statements of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends

   $ 785,251   

Interest

     174   

Total investment income

     785,425   

Expenses:

  

Management fee

     696,388   

Shareholder servicing

     319,257   

Reports to shareholders

     56,318   

Professional

     38,308   

Fund administration

     34,819   

Custody

     6,412   

Directors’ fees

     2,733   

Other

     2,498   

Gross expenses

     1,156,733   

Expenses reductions (See Note 7)

     (185

Management fees waived and expenses reimbursed (See Note 3)

     (111,966

Net expenses

     1,044,582   

Net investment loss

     (259,157

Net realized and unrealized gain (loss):

  

Net realized loss on investments

     (9,276,289

Net change in unrealized appreciation/depreciation on investments

     42,836,725   

Net realized and unrealized gain

     33,560,436   

Net Increase in Net Assets Resulting From Operations

   $ 33,301,279   

 

See Notes to Financial Statements.

 

13


Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment loss

   $ (259,157   $ (427,421

Net realized loss on investments

     (9,276,289     (4,746,039

Net change in unrealized appreciation/depreciation on investments

     42,836,725        (39,857,678

Net increase (decrease) in net assets resulting from operations

     33,301,279        (45,031,138

Distributions to shareholders from:

    

Net realized gain

            (1,488,067

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     18,092,168        19,104,461   

Reinvestment of distributions

            1,488,067   

Cost of shares reacquired

     (19,206,893     (25,579,821

Net decrease in net assets resulting from capital share transactions

     (1,114,725     (4,987,293

Net increase (decrease) in net assets

     32,186,554        (51,506,498

NET ASSETS:

    

Beginning of year

   $ 74,911,848      $ 126,418,346   

End of year

   $ 107,098,402      $ 74,911,848   

Distributions in excess of net investment income

   $ (6,177   $ (5,275

 

See Notes to Financial Statements.

 

14


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

         

Net asset value, beginning of year

  $  9.88      $16.34      $14.67      $13.73      $13.30   
                             

Investment operations:

         

Net investment loss(a)

  (.03   (.06   (.09   (.04   (.06

Net realized and unrealized gain (loss)

  4.53      (6.20   3.22      1.12      .68   
                             

Total from investment operations

  4.50      (6.26   3.13      1.08      .62   
                             

Distributions to shareholders from:

         

Net realized gain

       (.20   (1.46   (.14   (.19
                             

Net asset value, end of year

  $14.38      $  9.88      $16.34      $14.67      $13.73   
                             

Total Return(b)

  45.55   (38.24 )%    21.28   7.89   4.62

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions and including management fees waived and expenses reimbursed

  1.20   1.20   1.20   1.20   1.20

Expenses, including expense reductions, management fees waived and expenses reimbursed

  1.20   1.20   1.20   1.20   1.20

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  1.33   1.35   1.31   1.36   1.42

Net investment loss

  (.30 )%    (.43 )%    (.55 )%    (.25 )%    (.49 )% 
Supplemental Data:                                   

Net assets, end of year (000)

  $107,098      $74,912      $126,418      $98,888      $52,890   

Portfolio turnover rate

  83.55   125.21   118.74   153.71   108.55
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

 

See Notes to Financial Statements.

 

15


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers Growth Opportunities Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is capital appreciation. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns

 

16


Notes to Financial Statements (continued)

 

remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(g)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

 

17


Notes to Financial Statements (continued)

 

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*   

Level 1

(000)

  

Level 2

(000)

  

Level 3

(000)

    

Total

(000)

Common Stocks

   $ 105,540    $    $        –      $ 105,540

Repurchase Agreement

          1,784             1,784

Total

   $ 105,540    $ 1,784    $      $ 107,324
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .80%

Next $1 billion

   .75%

Next $1 billion

   .70%

Over $3 billion

   .65%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .80% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .40% of average daily net assets.

Effective May 1, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of 1.20% of average daily net assets.

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $304,670 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

 

18


Notes to Financial Statements (continued)

 

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/09

  

Year Ended

12/31/08

Distributions paid from:

     

Ordinary income

   $               –    $ 258,762

Net long-term capital gains

          1,229,305

Total distributions paid

   $    $ 1,488,067

As of December 31, 2009, the components of accumulated gains on a tax-basis were as follows:

 

Capital loss carryforwards*

   $ (13,527,928

Temporary differences

     (6,202

Unrealized gains – net

     22,159,068   

Total accumulated gains – net

   $ 8,624,938   
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$2,929,794   $10,598,134   $13,527,928

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 85,165,184   

Gross unrealized gain

     24,170,455   

Gross unrealized loss

     (2,011,387

Net unrealized security gain

   $ 22,159,068   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain securities and wash sales.

 

19


Notes to Financial Statements (continued)

 

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
excess of Net
Investment Income
  Accumulated Net
Realized Loss
  Paid-in
Capital
 
$258,255   $2,872   $ (261,127) 

The permanent differences are attributable to the tax treatment of certain securities and net investment losses.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$71,246,718   $72,301,943

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts have been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

9.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing. The value of an investment will fluctuate in response to movements in the equity securities market in general, and to the changing prospects of individual companies in which the Fund invests. The Fund has particular risks associated with growth stocks. Growth companies may grow faster than other companies, which may result in more volatility in their stock prices. In addition, if the Fund’s assessment of a company’s potential for growth or market conditions is wrong, it could suffer

 

20


Notes to Financial Statements (concluded)

 

losses or produce poor performance relative to other funds, even in a rising market. The Fund invests largely in mid-sized company stocks, which may be less able to weather economic shifts or other adverse developments than larger, more established companies.

Due to its investments in multinational companies, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

10.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   1,566,936      1,571,975   

Reinvestment of distributions

        158,474   

Shares reacquired

   (1,702,998   (1,883,566

Decrease

   (136,062   (153,117

11.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

21


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Growth Opportunities Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Growth Opportunities Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

22


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and
Year of Birth
  Current Position and
Length of Service
with Company
  Principal Occupation
During Past Five Years
  Other
Directorships

Robert S. Dow

Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 – 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC 90 Hudson Street Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

 

Other

Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 – 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

 

23


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

 

Other

Directorships

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush–O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 – 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

24


Basic Information About Management (continued)

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 – 2007), joined Lord Abbett in 1972.

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

 

25


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 – 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 – 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst – other investment strategies (2000 – 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 – 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

 

26


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 – 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

27


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the investment performance of the Fund was in the third quintile of its performance universe for the nine-month period, in the first quintile for the one-year and three-year periods, and in the second quintile for the five-year period. The Board also observed that the Fund’s investment performance was lower than that of the Lipper Variable Underlying Funds Mid-Cap Growth Index for the nine-month period and higher than that of the Index for the one-year, three-year, and five-year periods. The Board also noted that the Fund’s investment objective, strategy, and investment team were identical to those of Lord Abbett Research Fund, Inc.—Growth Opportunities Fund and the investment performance of the Class A shares of Growth Opportunities Fund was in the second quintile of its performance universe and higher than that of the relevant index for the ten-year period.

 

28


Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board observed that Lord Abbett had made significant changes in recent years to the management personnel responsible for the Fund, in that in 2006 it had hired Rick Ruvkun to be a portfolio manager for the Fund, and in July 2008 it had named Mr. Ruvkun Director of Large and Mid Cap Research, with Paul J. Volovich taking over Mr. Ruvkun’s role as portfolio manager for the Fund, assisted by David J. Linsen. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board noted that it and Lord Abbett had agreed to an expense reimbursement agreement through April 30, 2009 that limited all expenses other than management fees to 0.40%, but that Lord Abbett had not entered into a new agreement, and instead had made voluntary reimbursements that had the effect of keeping the total expense ratio at 1.20%, which reimbursements it could end at any time. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately four basis points above the median of the peer group and the actual management and administrative services fee rates were approximately five basis points above the median of the peer group. The Board observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately one basis point below the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the current expense ratio, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in

 

29


enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

30


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

31


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

Growth Opportunities Portfolio

 

LASFGO-2-1209

(02/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—International Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — International Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund—International Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, foreign equity markets (as measured by the MSCI EAFE® Index with Gross Dividends1) outperformed domestic equity markets (as represented by the S&P 500® Index2) for the 12-month period. However, improvements in both foreign and domestic markets enabled some investors to recover a portion of their previous losses.

 

Q: How did the International Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 47.87%, reflecting performance at the net asset value (NAV) of Class VC shares, with all distributions reinvested, compared to its benchmark, the S&P Developed Ex-U.S. Small Cap Index,3 which had a total return of 45.07% in the same period.

Q: What were the most significant factors affecting performance?

A: The most significant contributors to the Fund’s performance relative to its

 

1


 

 

 

benchmark for the 12-month period were the financials and the industrials sectors.

Among the individual holdings that contributed to the Fund’s relative performance were financials holdings Azimut Holding SpA, an Italian investment management services firm and Megaworld Corp., a Philippines-based operator and marketer of real estate and hotel businesses; and industrials holding Rheinmetall AG, a German automotive, electronics, defense, and engineering group.

The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the healthcare and the information technology sectors.

Among the individual holdings that detracted from performance were healthcare holdings Hogy Medical Co., Ltd., a Japanese manufacturer of medical supply and related products, and Fresenius SE, a worldwide provider of kidney dialysis services, equipment and products; and information technology holding Capcom Co., Ltd., a Japanese developer of video game software.

The Fund’s portfolio is actively managed and, therefore, its holdings and the weightings of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The MSCI EAFE® Index with Gross Dividends is an unmanaged index that reflects the stock markets of 21 countries, including Europe, Australasia, and the Far East, with values expressed in U.S. dollars. The MSCI EAFE Index with Gross Dividends approximates the maximum possible dividend reinvestment. The amount reinvested is the entire dividend distributed to individuals resident in the country of the company, but does not include tax credits. MSCI uses withholding tax rates applicable to Luxembourg holding companies, as Luxembourg applies the highest rates.

2  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

3  The S&P Developed Ex-U.S. Small Cap Index is the Small Cap and Developed Markets component of S&P’s Global Broad Market Index (BMI). The S&P Global BMI is a comprehensive, rules-based index designed to measure global stock market performance. The index covers all publicly listed equities with float adjusted market values of US$ 100 million or more and annual dollar value traded of at least US$ 50 million in all included countries. The S&P Global BMI is made up of the S&P Developed BMI and the S&P Emerging BMI indexes.

 

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During certain periods shown, waivers and expense reimbursements were in place. Without such waivers and expense reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this

 

2


 

 

 

report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

 

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by banks, and are subject to investment risks including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the S&P Developed Ex-U.S. SmallCap® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    5 Years   

10 Years

Class VC

   47.87%    4.17%    -0.56%

1    Performance for the unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of the index is not necessarily representative of the Fund’s performance.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
the Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC

        

Actual

     $ 1,000.00   $ 1,223.70   $ 6.73

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,019.16   $ 6.11
 

Net expenses are equal to the Fund’s annualized expense ratio of 1.20%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*   %**

Basic Materials

  8.71%

Conglomerates

  1.40%

Consumer Cyclical

  24.56%

Consumer Non-Cyclical

  8.65%

Diversified Financials

  5.32%

Energy

  4.50%

Healthcare

  6.80%

Industrial Goods & Services

  17.95%

Non-Property Financials

  3.49%

Property & Property Services

  2.99%

Technology

  4.95%

Telecommunications

  0.50%

Transportation

  2.32%

Utilities

  5.16%

Short-Term Investment

  2.70%

Total

  100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      U.S. $
Value
(000)
LONG-TERM INVESTMENTS 96.35%
COMMON STOCKS 94.04%
Australia 5.57%
Chemicals 1.31%
Incitec Pivot Ltd.   182,170      $ 576
          
Mining & Metals 1.69%
Lihir Gold Ltd.   80,826        236
MacArthur Coal Ltd.   50,787        510
          
         746
          
Non-Oil Energy 0.00%
South Australian Coal Ltd.   13,027        1
          
Oil & Gas 1.04%
Centennial Coal Co., Ltd.   128,081        456
          
Retail 0.46%
Myer Holdings Ltd.*   62,413        204
          
Utilities & Infrastructure 1.07%
DUET Group   292,692        469
          
Total Australia            2,452
          
Austria 1.41%
Leisure & Recreation
bwin Interactive Entertainment AG*   10,426        621
          
Brazil 2.37%
Consumer Building 0.33%
Gafisa SA   8,800        143
          
Consumer Durables 1.89%
Agra Empreendimentos Imobiliarios SA   204,706        587
Brookfield Incorporacoes SA   54,800        246
          
         833
          
Investments   Shares      U.S. $
Value
(000)
Retail 0.15%
Restoque Comercio e Confeccoes de Roupas SA   17,995      $ 67
          
Total Brazil            1,043
          
Canada 1.61%
Mining & Metals
Equinox Minerals Ltd.*   180,700        707
          
China 2.13%
Food & Drink 1.25%
Zhongpin, Inc.*   35,412        553
          
Internet Companies 0.88%
Sohu.com, Inc.*   6,743        386
          
Total China          939
          
Egypt 1.55%
Autos & Auto Parts 0.40%
Ghabbour Auto*   39,232        175
          
Diversified Financials 0.37%
EFG-Hermes Holding SAE   36,064        164
          
Leisure & Recreation 0.78%
Orascom Development Holding AG*   105,520        345
          
Total Egypt          684
          
France 1.69%
Computer Hardware 0.63%
Gemalto NV*   6,307        274
          
Media 1.06%
Ipsos SA   7,874        238
Publicis Groupe   5,624        229
          
         467
          
Total France          741
          

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      U.S. $
Value
(000)
Germany 8.54%
Chemicals 1.25%
Symrise GmbH & Co. AG   25,754      $ 549
          
Diversified Industrial Goods & Services 3.55%
Hamburger Hafen und Logistik AG   7,365        284
Kloeckner & Co. SE*   22,263        564
Rheinmetall AG   11,224        713
          
         1,561
          
Electrical Equipment 0.71%
Tognum AG   18,820        312
          
Engineering & Capital Goods 0.50%
MAN SE   2,837        220
          
Healthcare Facilities 1.36%
Gerresheimer AG   17,807        600
          
Retail 1.17%
Adidas AG   9,547        517
          
Total Germany            3,759
          
Greece 2.35%
Banks & Financial Services 0.39%
Hellenic Exchanges SA   16,572        172
          
Leisure & Recreation 0.80%
Intralot SA-Integrated Lottery Systems & Services   60,046        351
          
Retail 1.16%
Jumbo SA   40,297        510
          
Total Greece          1,033
          
Hong Kong 4.52%
Autos & Auto Parts 1.18%
Minth Group Ltd.   354,000        520
          
Investments   Shares      U.S. $
Value
(000)
Communications Equipment 0.69%
VTech Holdings Ltd.   32,000      $      305
          
Leisure & Recreation 1.82%
REXLot Holdings Ltd.   7,175,000        799
          
Retail 0.83%
Daphne International Holdings Ltd.   456,000        366
          
Total Hong Kong          1,990
          
Indonesia 0.67%
Property (Excluding Services)
PT Bakrieland Development Tbk*   8,939,000        183
PT Ciputra Development Tbk*   2,163,151        112
          
Total Indonesia          295
          
Ireland 1.26%
Food & Drink 0.81%
C&C Group plc   82,578        356
          
Healthcare Products & Supplies 0.45%
United Drug plc   64,376        197
          
Total Ireland          553
          
Italy 8.09%
Aerospace & Defense 1.11%
Finmeccanica SpA   30,505        488
          
Diversified Financials 1.55%
Azimut Holding SpA   51,058        683
          
Food & Drink 2.26%
Davide Campari-Milano SpA   54,522        570
Parmalat SpA   151,910        425
          
         995
          

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      U.S. $
Value
(000)
Italy (continued)
Surface Transportation 1.01%
Ansaldo STS SpA   23,402      $ 446
          
Utilities & Infrastructure 2.16%
Hera SpA   186,458        432
Terna-Rete Elettrica Nationale SpA   120,150        517
          
         949
          
Total Italy            3,561
          
Japan 19.89%
Chemicals 2.77%
JSR Corp.   28,700        584
Sumitomo Chemical Co., Ltd.   57,000        250
ZEON Corp.   85,000        384
          
         1,218
          
Communications Equipment 0.79%
Hitachi Kokusai Electric, Inc.   40,000        349
          
Consumer Durables 1.57%
Makita Corp.   20,100        690
          
Diversified Consumer Cyclicals 1.08%
Benesse Corp.   11,400        477
          
Electronics 1.54%
Axell Corp.   6,000        211
IBIDEN Co., Ltd.   13,000        466
          
         677
          
Engineering & Capital Goods 1.04%
Sumitomo Heavy Industries Ltd.*   90,000        456
          
General Manufacturing & Services 3.81%
FP Corp.   11,500        519
Nifco, Inc.   22,700        453
Investments   Shares      U.S. $
Value
(000)
Nippon Electric Glass Co., Ltd.   51,000      $ 702
          
           1,674
          
Healthcare Products & Supplies 2.96%
Hogy Medical Co., Ltd.   8,100        393
Medipal Holdings Corp.   31,600        392
Rohto Pharmaceutical Co., Ltd.   17,000        196
Shionogi & Co., Ltd.   14,800        321
          
         1,302
          
Leisure & Recreation 0.55%
Pacific Golf Group International Holdings KK   356        243
          
Property (Excluding Services) 0.92%
Japan Prime Realty Investment Corp. REIT   94        195
United Urban Investment Corp. REIT   40        211
          
         406
          
Retail 2.37%
Isetan Mitsukoshi Holdings Ltd.   35,792        323
K’s Holdings Corp.   13,700        411
Nitori Co., Ltd.   4,150        309
          
         1,043
          
Telecommunications Services 0.49%
Okinawa Cellular Telephone Co.   129        216
          
Total Japan          8,751
          
Kazakhstan 1.13%
Oil & Gas
KazMunaiGas Exploration Production GDR   20,100        498
          

 

See Notes to Financial Statements.

 

9


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares    U.S. $
Value
(000)
Mexico 1.12%
Engineering & Construction
Empresas ICA SAB de CV*   210,345    $ 490
        
Netherlands 0.56%
Electrical Equipment
Draka Holding NV*   12,876      246
        
Philippines 2.12%
Diversified Financials 0.75%
Metropolitan Bank & Trust   342,000      331
        
Property Services 1.37%
Megaworld Corp.   18,930,000      603
        
Total Philippines        934
        
Spain 4.86%
Food & Drink 2.54%
Ebro Puleva SA   33,478      696
Viscofan SA   16,648      423
        
         1,119
        
General Manufacturing & Services 1.54%
Prosegur Compania de Seguridad SA Registered Shares   13,847      678
        
Utilities & Infrastructure 0.78%
Red Electrica Corporacion SA   6,144      343
        
Total Spain        2,140
        
Sweden 1.08%
Consumer Non-Durables 0.56%
Axfood AB   8,433      246
        
Non-Property Financials 0.52%
Swedbank AB Class A*   23,327      230
        
Total Sweden        476
        
Investments   Shares      U.S. $
Value
(000)
Switzerland 1.18%
Diversified Financials 0.83%
EFG International AG   26,616      $ 365
          
Healthcare Products & Supplies 0.35%
Lonza Group AG Registered Shares   2,188        154
          
Total Switzerland          519
          
Taiwan 0.52%
Diversified Financials
iShares MSCI Taiwan Index Fund ETF   17,754        230
          
Thailand 2.05%
Banks & Financial Services 0.81%
Bangkok Bank Public Co., Ltd.   102,233        358
          
Diversified Financials 1.24%
Tisco Financial Group Public Co., Ltd.   753,200        545
          
Total Thailand          903
          
United Kingdom 17.77%
Aerospace & Defense 1.44%
Cobham plc   156,887        634
          
Air Transportation 1.29%
easyJet plc*   99,760        566
          
Comprehensive 1.38%
Tomkins plc   195,634        608
          
Computer Software 0.37%
Micro Focus International plc   22,488        164
          
Consumer Building 1.00%
Bellway plc   33,517             442
          

 

See Notes to Financial Statements.

 

10


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Shares      U.S. $
Value
(000)
United Kingdom (continued)
Electrical Equipment 0.30%
Ceres Power Holdings plc*   51,000      $ 131
          
Engineering & Construction 1.10%
Babcock International Group plc   50,703        486
          
Food & Drink 1.14%
Britvic plc   76,322        500
          
General Manufacturing & Services 1.01%
Intertek Group plc   22,022        445
          
Healthcare Facilities 0.42%
Southern Cross Healthcare Ltd.*   81,976        183
          
Leisure & Recreation 2.66%
PartyGaming plc*   108,911        455
Sportingbet plc*   263,206        289
TUI Travel plc   104,411        428
          
         1,172
          
Non-Property Financials 1.73%
Schroders plc   35,708        763
          
Oil & Gas 2.29%
Dana Petroleum plc*   10,693        202
Dragon Oil plc*   82,928        518
Premier Oil plc*   16,130        287
          
           1,007
          
Retail 1.64%
HMV Group plc   181,077        271
Marks & Spencer Group plc   69,473        449
          
         720
          
Total United Kingdom          7,821
          
Total Common Stocks (cost $34,530,557)          41,386
          
Investments   Shares      U.S. $
Value
(000)
PREFERRED STOCKS 2.31%
Brazil 1.11%
Utilities & Infrastructure
Companhia de Transmissao de Energia Eletrica Paulista     16,373      $ 487
          
Germany 1.20%
Healthcare Products & Supplies
Fresenius SE     7,380        530
          
Total Preferred Stocks (cost $793,894)          1,017
          
Total Long-Term Investments (cost $35,324,451)        42,403
          
    Principal
Amount
(000)
     Value
(000)
SHORT-TERM INVESTMENT 2.67%
Repurchase Agreement
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $1,195,000 of Federal Home Loan Bank at 0.95% due 11/30/2010; value: $1,200,975; proceeds: $1,175,578 (cost $1,175,578)   $ 1,176        1,176
          
Total Investments in Securities 99.02% (cost $36,500,029)          43,579
          
Foreign Cash and Other Assets in Excess of Liabilities 0.98%        431
          
Net Assets 100.00%        $ 44,010
          
ETF   Exchange Traded Fund.
GDR   Global Depositary Receipt.
REIT   Real Estate Investment Trust.
*   Non-income producing security.

 

See Notes to Financial Statements.

 

11


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $36,500,029)

   $ 43,579,131   

Foreign cash, at value (cost $502,749)

     512,462   

Receivables:

  

Interest and dividends

     93,177   

Capital shares sold

     18,720   

From advisor (See Note 3)

     17,586   

Prepaid expenses

     394   

Total assets

     44,221,470   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     38,935   

Capital shares reacquired

     27,123   

Management fee

     26,513   

Directors’ fees

     2,367   

Fund administration

     1,416   

Accrued expenses and other liabilities

     114,830   

Total liabilities

     211,184   

NET ASSETS

   $ 44,010,286   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 48,316,447   

Distributions in excess of net investment income

     (304,475

Accumulated net realized loss on investments and foreign currency related transactions

     (11,090,369

Net unrealized appreciation on investments and translation of assets and liabilities denominated in foreign currencies

     7,088,683   

Net Assets

   $ 44,010,286   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     6,047,709   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

     $7.28   

 

See Notes to Financial Statements.

 

12


Statements of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends (net of foreign withholding taxes of $71,731)

   $ 705,619   

Interest and other

     10,597   

Total investment income

     716,216   

Expenses:

  

Management fee

     243,764   

Shareholder servicing

     92,173   

Custody

     75,872   

Reports to shareholders

     44,463   

Professional

     42,297   

Fund administration

     13,001   

Directors’ fees

     940   

Other

     1,185   

Gross expenses

     513,695   

Expense reductions (See Note 7)

     (63

Management fees waived and expenses reimbursed (See Note 3)

     (137,481

Net expenses

     376,151   

Net investment income

     340,065   

Net realized and unrealized gain (loss):

  

Net realized loss on investments and foreign currency related transactions
(net of foreign capital gains tax)

     (501,558

Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies

     13,499,072   

Net realized and unrealized gain

     12,997,514   

Net Increase in Net Assets Resulting From Operations

   $ 13,337,579   

 

See Notes to Financial Statements.

 

13


Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 340,065      $ 336,724   

Net realized loss on investments and foreign currency related transactions (net of foreign capital gains tax)

     (501,558     (10,643,155

Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies

     13,499,072        (7,500,106

Net increase (decrease) in net assets resulting from operations

     13,337,579        (17,806,537

Distributions to shareholders from:

    

Net investment income

     (580,563     (198,465

Net realized gain

            (808,752

Total distributions to shareholders

     (580,563     (1,007,217

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     18,840,756        14,193,044   

Reinvestment of distributions

     580,563        1,007,215   

Cost of shares reacquired

     (9,762,520     (8,754,752

Net increase in net assets resulting from capital share transactions

     9,658,799        6,445,507   

Net increase (decrease) in net assets

     22,415,815        (12,368,247

NET ASSETS:

    

Beginning of year

   $ 21,594,471      $ 33,962,718   

End of year

   $ 44,010,286      $ 21,594,471   

Distributions in excess of net investment income

   $ (304,475   $ (20,439

 

See Notes to Financial Statements.

 

14


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

  

Net asset value, beginning of year

  $4.99      $10.83      $11.89      $10.43      $8.56   
                             

Investment operations:

         

Net investment income(a)

  .06      .10      .08      .10      .01   

Net realized and unrealized gain (loss)

  2.33      (5.69   .44      2.91      2.26   
                             

Total from investment operations

  2.39      (5.59   .52      3.01      2.27   
                             

Distributions to shareholders from:

         

Net investment income

  (.10   (.05   (.11   (.05     

Net realized gain

       (.20   (1.47   (1.50   (.40
                             

Total distributions

  (.10   (.25   (1.58   (1.55   (.40
                             

Net asset value, end of year

  $7.28      $4.99      $10.83      $11.89      $10.43   
                             

Total Return(b)

  47.87   (51.53 )%    4.73   29.08   26.63

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions and including management fees waived and expenses reimbursed

  1.15   1.06   1.15   1.15   1.40

Expenses, including expense reductions, management fees waived and expenses reimbursed

  1.15   1.06   1.15   1.15   1.40

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  1.58   1.53   1.36   1.65   2.41

Net investment income

  1.04   1.31   .67   .87   .14
Supplemental Data:                                   

Net assets, end of year (000)

  $44,010      $21,594      $33,963      $28,093      $12,571   

Portfolio turnover rate

  104.65   123.71   106.30   98.50   70.54
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

 

See Notes to Financial Statements.

 

15


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers International Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is long-term capital appreciation. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The

 

16


Notes to Financial Statements (continued)

 

statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments and translation of assets and liabilities denominated in foreign currencies on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

    The Fund uses foreign currency exchange contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts’ terms.

 

(g)   When-Issued or Forward Transactions–The Fund may purchase portfolio securities on a when-issued or forward basis. When-issued or forward transactions involve a commitment by a Fund to purchase securities, with payment and delivery (“settlement”) to take place in the future, in order to secure what is considered to be an advantageous price or yield at the time of entering into the transaction. During the period between purchase and settlement, the value of the securities will fluctuate and assets consisting of cash and/or marketable securities (normally short-term U.S. Government or U.S. Government sponsored enterprise securities) marked to market daily in an amount sufficient to make payment at settlement will be segregated at the Fund’s custodian in order to pay for the commitment. At the time the Fund makes the commitment to purchase a security on a when-issued basis, it will record the transaction and reflect the liability for the purchase and value of the security in determining its net asset value. The Fund, generally, has the ability to close out a purchase obligation on or before the settlement date rather than take delivery of the security. Under no circumstances will settlement for such securities take place more than 120 days after the purchase date.

 

(h)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

17


Notes to Financial Statements (continued)

 

(i)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*   

Level 1

(000)

  

Level 2

(000)

  

Level 3

(000)

    

Total

(000)

Common Stocks

   $ 4,503    $ 36,882    $ 1      $ 41,386

Preferred Stocks

     487      530             1,017

Repurchase Agreement

          1,176             1,176

Total

   $ 4,990    $ 38,588    $ 1      $ 43,579
* See Schedule of Investments for values in each industry.

The following is a reconciliation of investment for unobservable inputs (Level 3) that were used in determining fair value:

 

Investment
Type
 

Balance as of
January 1,
2009

(000)

 

Accrued
Discounts/
Premiums

(000)

 

Realized
Gain (loss)

(000)

 

Change in
Unrealized
Appreciation/
Depreciation

(000)

   

Net
Purchase
(Sales)

(000)

 

Net
Transfers
In or Out
of Level 3

(000)

 

Balance as of
December 31,
2009

(000)

Common Stock

  $   $   $   $   $ 1   $   $ 1
* Amount is less than $1,000.

 

18


Notes to Financial Statements (continued)

 

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .75%

Next $1 billion

   .70%

Over $2 billion

   .65%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .75% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .25% of average daily net assets.

Effective May 1, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of 1.20% of average daily net assets.

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $80,320 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of

 

19


Notes to Financial Statements (continued)

 

America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/2009

  

Year Ended

12/31/2008

Distributions paid from:

     

Ordinary income

   $ 580,563    $ 290,999

Net long-term capital gains

          716,218

Total distributions paid

   $ 580,563    $ 1,007,217

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 122,210   

Total undistributed earnings

   $ 122,210   

Capital loss carryforwards*

     (9,390,110

Temporary differences

     (120,878

Unrealized gains – net

     5,082,617   

Total accumulated losses – net

   $ (4,306,161
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$6,556,266   $2,833,844   $9,390,110

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $94,595 and net ordinary losses of $23,916 during fiscal 2009.

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 38,506,095   

Gross unrealized gain

     5,998,104   

Gross unrealized loss

     (925,068

Net unrealized security gain

   $ 5,073,036   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to the tax treatment of certain foreign securities and wash sales.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions
in Excess of Net
Investment
Income
  Accumulated
Net Realized Loss
$(43,538)   $ 43,538

 

20


Notes to Financial Statements (continued)

 

The permanent differences are attributable to the tax treatment of foreign currency transactions and certain foreign securities.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$41,932,498   $ 31,978,946

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

9.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing. These include the risks of investing in equity markets in foreign countries, the risk of investing in derivatives, liquidity risk, and the risks from leverage. The value of an investment will fluctuate in response to movements in the stock market in general, and to the changing prospects of individual companies in which the Fund invests. The Fund is subject to the risks of investing in foreign securities and in the securities of small companies. Foreign securities may pose greater risks than domestic securities, including greater price fluctuations and higher transaction costs. Foreign investments also may be affected by changes in currency rates or currency controls. Investing in small companies generally involves greater risks than investing in the stocks of larger companies, including more volatility and less liquidity.

 

21


Notes to Financial Statements (concluded)

 

The Fund is also subject to the risks associated with derivatives, which may be different and greater than the risks associated with investing directly in securities and other instruments.

These factors can affect the Fund’s performance.

10.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   3,267,315      2,092,393   

Reinvestment of distributions

   80,971      208,966   

Shares reacquired

   (1,624,786   (1,114,116

Increase

   1,723,500      1,187,243   

11.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

22


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the International Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the International Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

23


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush—O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

 

24


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

 

25


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 - 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

26


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst—other investment strategies (2000 - 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

27


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the investment performance of the Fund was in the first quintile of its performance universe for the nine-month and one-year periods, in the fifth quintile for the three-year period, and in the third quintile for the five-year and ten-year periods. The Board also observed that the performance of the Fund was higher than that of the Lipper Variable Underlying Funds International Growth Index for the nine-month, one-year, and five-year periods and lower than that of the Index for the three-year and ten-year periods.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment

 

28


management personnel. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board noted that it and Lord Abbett had agreed to an expense reimbursement agreement through April 30, 2009 that limited all expenses other than management fees to 0.25%, but that Lord Abbett had not entered into a new agreement, and instead had made voluntary reimbursements that had the effect of keeping the total expense ratio at approximately 1.20%, which reimbursements it could end at any time. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately ten basis points below the median of the peer group and the actual management and administrative services fee rates were approximately seven basis points below the median of the peer group. The Board observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately twenty basis points below the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the current expense ratio, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

 

29


Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

30


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

The Fund intends to pass through foreign source income of $777,350 and foreign taxes of $68,202.

31


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

International Portfolio

 

LASFI-2-1209

(2/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—Large Cap Core Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

 

Lord Abbett Series Fund — Large Cap Core Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund — Large Cap Core Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index 2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index6) for the fiscal year.

Q: How did the Large Cap Core Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 25.50%, reflecting performance at the net asset value (NAV) of Class VC shares, compared to its benchmark, the Russell 1000 Index, which returned 28.43% in the same period.

 

1


 

 

 

Q: What were the most significant factors affecting performance?

A: The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the technology, financial services, and materials and processing sectors.

Among the individual holdings that detracted from performance were energy holding Exxon Mobil Corp. (the Fund’s number-one detractor), a worldwide operator of petroleum and petrochemicals businesses; producer durables holding General Electric Company, a diversified technology corp., media, and financial services company; and financial services holding Bank of America Corp. (largest relative detractor within the financial services sector), a provider of financial and risk-management products and services.

The most significant contributors to the Fund’s performance relative to its benchmark for the 12-month period were the consumer discretionary sector, the utilities sector (owing to an underweight position), and the energy sector.

Among the individual holdings that contributed to performance were technology holdings Apple, Inc. (the Fund’s number-one contributor), a worldwide provider of personal computers and related personal computing and mobile communication devices, and Google, Inc., a global technology company that provides a search engine through its website; and consumer discretionary holding Wynn Resorts, Ltd. (largest relative contributor to the consumer discretionary sector), an operator of luxury hotels and destination casino resorts in Las Vegas, Nevada and in Macau, China.

The Fund’s portfolio is actively managed and, therefore, its holdings and weighting of a particular issuer or particular sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index is composed of 2,000 securities with market values ranging from $25 million to $275 million. The Growth Index is comprised of securities in the Russell 2000® Index with higher price-to-book ratios and higher forecasted growth.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

 

2


 

 

 

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

During the period covered by this report, expense waivers and reimbursements were in place. Without such expense waivers and reimbursements, the Fund’s returns would have been lower.

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by, banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell 1000® Index and the S&P 500® Index, assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    Life of Class

Class VC2

   25.50%    3.48%

 

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance. Performance for each index begins on April 29, 2005.

2    The Class VC shares were first offered on April 29, 2005.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
       7/1/09   12/31/2009   7/1/09 -
12/31/2009

Class VC

        

Actual

     $ 1,000.00   $ 1,193.20   $ 5.25

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,020.42   $ 4.84
 

Net expenses are equal to the Fund’s annualized expense ratio of 0.95%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half year period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   14.45%

Consumer Staples

   4.58%

Energy

   11.69%

Financial Services

   19.89%

Healthcare

   10.61%

Materials & Processing

   8.26%

Producer Durables

   4.97%

Technology

   21.15%

Utilities

   2.23%

Short-Term Investment

   2.17%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      Value
(000)
LONG-TERM INVESTMENTS 97.84%
COMMON STOCKS 97.69%     
Aerospace 0.82%     
Boeing Co. (The)   303      $ 16
United Technologies Corp.   3,210        223
          
Total          239
          
Asset Management & Custodian 2.72%
Franklin Resources, Inc.   1,442        152
State Street Corp.   9,459        412
T. Rowe Price Group, Inc.   4,346        231
          
Total          795
          
Back Office Support, Human Resources, and Consulting 0.41%
Monster Worldwide, Inc.*   6,913        120
          
Banks: Diversified 7.12%
Bank of America Corp.   46,039        693
Fifth Third Bancorp   20,962        204
PNC Financial Services Group, Inc. (The)   6,771        357
Regions Financial Corp.   9,625        51
SunTrust Banks, Inc.   5,503        112
U.S. Bancorp   9,583        216
Wells Fargo & Co.   16,671        450
          
Total            2,083
          
Beverage: Soft Drinks 1.63%
Coca-Cola Co. (The)   5,434        310
PepsiCo, Inc.   2,760        168
          
Total          478
          
Biotechnology 2.61%
Amgen, Inc.*   6,632        375
Baxter International, Inc.   1,437        84
Celgene Corp.*   2,524        141
Genzyme Corp.*   2,241        110
Myriad Genetics, Inc.*   2,030        53
          
Total          763
          
Investments   Shares      Value
(000)
Casinos & Gambling 0.66%
International Game Technology   10,331      $ 194
          
Chemical: Diversified 2.17%
Celanese Corp. Series A   4,739        152
Dow Chemical Co. (The)   13,499        373
E.I. du Pont de Nemours & Co.   3,230        109
          
Total          634
          
Communications Technology 3.02%
Cisco Systems, Inc.*   18,340        439
QUALCOMM, Inc.   9,596        444
          
Total          883
          
Computer Services, Software & Systems 6.93%
Adobe Systems, Inc.*   12,418        457
Google, Inc. Class A*   1,167        724
Microsoft Corp.   22,024        671
VMware, Inc. Class A*   4,153        176
          
Total            2,028
          
Computer Technology 5.84%
Apple, Inc.*   3,828        807
Dell, Inc.*   10,457        150
EMC Corp.*   14,233        249
Hewlett-Packard Co.   9,806        505
          
Total          1,711
          
Copper 0.82%
Freeport-McMoRan Copper & Gold, Inc.*   2,976        239
          
Diversified Financial Services 7.40%
Bank of New York Mellon Corp. (The)   3,139        88
Capital One Financial Corp.   7,547        289
Goldman Sachs Group, Inc. (The)   4,000        675
JPMorgan Chase & Co.   16,482        687
Morgan Stanley   14,388        426
          
Total          2,165
          

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Diversified Manufacturing Operations 1.46%
Eaton Corp.   2,192      $ 139
General Electric Co.   9,236        140
Honeywell International, Inc.   3,785        148
          
Total          427
          
Diversified Media 0.57%
Time Warner, Inc.   5,762        168
          
Diversified Retail 3.32%
J.C. Penney Co., Inc.   5,874        156
Kohl’s Corp.*   4,748        256
Macy’s, Inc.   2,718        46
Target Corp.   8,409        407
Wal-Mart Stores, Inc.   1,999        107
          
Total               972
          
Drug & Grocery Store Chains 0.27%
CVS Caremark Corp.   2,478        80
          
Electronic Components 0.56%
Corning, Inc.   8,546        165
          
Electronic Entertainment 1.16%
Activision Blizzard, Inc.*   30,555        339
          
Entertainment 0.90%
Walt Disney Co. (The)   8,210        265
          
Fertilizers 3.35%
Monsanto Co.   7,622        623
Potash Corp. of Saskatchewan, Inc. (Canada)(a)   3,289        357
          
Total          980
          
Financial Data & Systems 0.34%
MasterCard, Inc. Class A   393        101
          
Foods 0.65%
Kellogg Co.   1,435        76
Kraft Foods, Inc. Class A   4,185        114
          
Total          190
          
Investments   Shares      Value
(000)
Gold 0.25%
Barrick Gold Corp. (Canada)(a)   1,871      $ 74
          
Healthcare Services 1.26%
Express Scripts, Inc.*   3,833        331
Medco Health Solutions, Inc.*   577        37
          
Total               368
          
Hotel/Motel 3.39%
Hyatt Hotels Corp. Class A*   1,434        43
Marriott International, Inc. Class A   14,874        405
Starwood Hotels & Resorts Worldwide, Inc.   6,165        225
Wynn Resorts Ltd.*   5,492        320
          
Total          993
          
Insurance: Life 0.56%
Prudential Financial, Inc.   3,294        164
          
Insurance: Multi-Line 0.93%
MetLife, Inc.   7,722        273
          
Leisure Time 1.18%
Carnival Corp. Unit*   9,100        288
Royal Caribbean Cruises Ltd.*   2,223        56
          
Total          344
          
Medical & Dental Instruments & Supplies 0.24%
St. Jude Medical, Inc.*   1,912        70
          
Medical Services 0.38%
Quest Diagnostics, Inc.   1,823        110
          
Metal Fabricating 0.95%
Precision Castparts Corp.   2,513        277
          
Oil: Crude Producers 3.63%
Apache Corp.   2,209        228
Continental Resources, Inc.*   2,296        98
Devon Energy Corp.   2,043        150

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Oil: Crude Producers (continued)
EOG Resources, Inc.   1,739      $ 169
Occidental Petroleum Corp.   2,392        195
Petrohawk Energy Corp.*   2,325        56
Range Resources Corp.   1,061        53
Southwestern Energy Co.*   2,392        115
          
Total            1,064
          
Oil: Integrated 5.95%
Chevron Corp.   3,571        275
ConocoPhillips   2,145        109
Exxon Mobil Corp.   7,404        505
Hess Corp.   6,021        364
Marathon Oil Corp.   966        30
Suncor Energy, Inc. (Canada)(a)   9,307        329
Weatherford International Ltd. (Switzerland)*(a)   7,239        130
          
Total          1,742
          
Oil Well Equipment & Services 2.11%
Schlumberger Ltd.   7,818        509
Smith International, Inc.   3,972        108
          
Total          617
          
Personal Care 1.78%
Colgate-Palmolive Co.   1,199        98
Procter & Gamble Co. (The)   6,987        424
          
Total          522
          
Pharmaceuticals 6.13%
Abbott Laboratories   5,763        311
Gilead Sciences, Inc.*   4,200        182
Johnson & Johnson   6,766        436
Merck & Co., Inc.   10,784        394
Pfizer, Inc.   21,826        397
Vertex Pharmaceuticals, Inc.*   1,741        75
          
Total          1,795
          
Railroads 1.30%
Union Pacific Corp.   5,961        381
          
Investments   Shares      Value
(000)
Real Estate Investment Trusts 0.67%
Host Hotels & Resorts, Inc.   16,853      $ 197
          
Restaurants 0.28%
Darden Restaurants, Inc.   2,374        83
          
Scientific Instruments: Control & Filter 0.77%
Parker Hannifin Corp.   4,192        226
          
Scientific Instruments: Electrical 0.21%
Emerson Electric Co.   1,476        63
          
Semiconductors & Components 3.35%
Broadcom Corp. Class A*   3,352        105
Intel Corp.   20,128        411
Micron Technology, Inc.*   24,688        261
Taiwan Semiconductor Manufacturing Co., Ltd. ADR   7,262        83
Texas Instruments, Inc.   4,637        121
          
Total          981
          
Specialty Retail 3.64%
Bed Bath & Beyond, Inc.*   3,349        129
Best Buy Co., Inc.   6,942        274
Dick’s Sporting Goods, Inc.*   15,472        385
Home Depot, Inc. (The)   9,565        277
          
Total            1,065
          
Steel 0.73%
United States Steel Corp.   3,886        214
          
Telecommunications Equipment 0.29%
Nokia Corp. ADR   6,563        84
          
Textiles Apparel & Shoes 0.50%
Coach, Inc.   3,987        146
          
Tobacco 0.24%
Altria Group, Inc.   3,536        69
          
Utilities: Electrical 0.86%
Dominion Resources, Inc.   2,414        94

 

See Notes to Financial Statements.

 

9


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Shares          
Value
(000)
Utilities: Electrical (continued)
FPL Group, Inc.   1,709      $ 90
Progress Energy, Inc.   1,637        67
          
Total          251
          
Utilities: Telecommunications 1.38%
AT&T, Inc.   10,548        296
Verizon Communications, Inc.   3,232        107
          
Total          403
          
Total Common Stocks (cost $25,396,728)          28,595
          
PREFERRED STOCK 0.15%       
Banks: Diversified
Bank of America Corp.*
(cost $45,000)
  3,000        45
          
Total Long-Term Investments (cost $25,441,728)          28,640
          
Investments   Principal
Amount
(000)
     Value
(000)
 
SHORT-TERM INVESTMENT 2.17%   
Repurchase Agreement   
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $645,000 of Federal National Mortgage Assoc. at 1.722% due 5/10/2011; value: $649,838; proceeds: $634,776 (cost $634,776)   $ 635      $ 635   
            
Total Investments in Securities 100.01% (cost $26,076,504)          29,275   
            
Liabilities in Excess of Cash and Other Assets (0.01%)          (2
            
Net Assets 100.00%        $ 29,273   
            
ADR   American Depositary Receipt.
Unit   More than one class of securities traded together.
*   Non-income producing security.
(a)  

Foreign security traded in U.S. dollars.

 

See Notes to Financial Statements.

 

10


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $26,076,504)

   $ 29,275,232   

Cash

     63   

Receivables:

  

Investment securities sold

     75,092   

Dividends

     24,194   

From advisor (See Note 3)

     14,399   

Capital shares sold

     1,087   

Prepaid expenses

     319   

Total assets

     29,390,386   

LIABILITIES:

  

Payables:

  

Management fee

     16,525   

Capital shares reacquired

     7,040   

Directors’ fees

     953   

Fund administration

     944   

Accrued expenses and other liabilities

     91,719   

Total liabilities

     117,181   

NET ASSETS

   $ 29,273,205   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 29,604,466   

Distributions in excess of net investment income

     (573

Accumulated net realized loss on investments and foreign currency related transactions

     (3,529,416

Net unrealized appreciation on investments

     3,198,728   

Net Assets

   $ 29,273,205   

Outstanding shares (50 million shares of common stock authorized, $.001 par value)

     2,705,808   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

   $ 10.82   

 

See Notes to Financial Statements.

 

11


Statement of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends (net of foreign withholding taxes of $1,916)

   $ 437,546   

Interest

     74   

Total investment income

     437,620   

Expenses:

  

Management fee

     168,969   

Shareholder servicing

     90,915   

Reports to shareholders

     46,927   

Professional

     34,463   

Fund administration

     9,655   

Custody

     6,378   

Directors’ fees

     810   

Other

     1,033   

Gross expenses

     359,150   

Expenses reductions (See Note 7)

     (50

Management fees waived and expenses reimbursed (See Note 3)

     (120,544

Net expenses

     238,556   

Net investment income

     199,064   

Net realized and unrealized gain (loss):

  

Net realized loss on investments and foreign currency related transactions

     (2,347,935

Net change in unrealized appreciation/depreciation on investments

     8,189,095   

Net realized and unrealized gain

     5,841,160   

Net Increase in Net Assets Resulting From Operations

   $ 6,040,224   

 

See Notes to Financial Statements.

 

12


Statements of Changes in Net Assets

 

INCREASE (DECREASE) IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 199,064      $ 227,714   

Net realized loss on investments and foreign currency related transactions

     (2,347,935     (1,144,332

Net change in unrealized appreciation/depreciation on investments

     8,189,095        (6,887,290

Net increase (decrease) in net assets resulting from operations

     6,040,224        (7,803,908

Distributions to shareholders from:

    

Net investment income

     (199,870     (227,312

Net realized gain

            (146,412

Total distributions to shareholders

     (199,870     (373,724

Capital share transactions (See Note 10):

    

Proceeds from sales of shares

     9,806,047        9,769,588   

Reinvestment of distributions

     199,870        373,724   

Cost of shares reacquired

     (6,044,020     (3,693,367

Net increase in net assets resulting from capital share transactions

     3,961,897        6,449,945   

Net increase (decrease) in net assets

     9,802,251        (1,727,687

NET ASSETS:

    

Beginning of year

   $ 19,470,954      $ 21,198,641   

End of year

   $ 29,273,205      $ 19,470,954   

Undistributed (distributions in excess of) net investment income

   $ (573   $ 215   

 

See Notes to Financial Statements.

 

13


Financial Highlights

 

     Year Ended 12/31    

4/29/2005(a)
to

12/31/2005

 
    2009     2008     2007     2006    

Per Share Operating Performance

  

       

Net asset value, beginning of period

  $  8.68      $12.89      $12.14      $10.86      $10.00   
                             

Investment operations:

         

Net investment income(b)

  .08      .12      .09      .10      .06   

Net realized and unrealized gain (loss)

  2.13      (4.16   1.21      1.30      .83   
                             

Total from investment operations

  2.21      (4.04   1.30      1.40      .89   
                             

Distributions to shareholders from:

         

Net investment income

  (.07   (.10   (.08   (.07   (.03

Net realized gain

       (.07   (.47   (.05     
                             

Total distributions

  (.07   (.17   (.55   (.12   (.03
                             

Net asset value, end of period

  $10.82      $  8.68      $12.89      $12.14      $10.86   
                             

Total Return(c)

  25.50   (31.28 )%    10.68   12.91   8.87 %(d) 

Ratios to Average Net Assets:

         

Expenses, excluding expense reductions and including management fees waived and expenses reimbursed

  .99   1.10   1.10   1.10   1.10 %(e) 

Expenses, including expense reductions, management fees waived and expenses reimbursed

  .99   1.10   1.10   1.10   .74 %(d) 

Expenses, excluding expense reductions, management fees waived and expenses reimbursed

  1.49   1.49   1.45   1.91   7.79 %(e) 

Net investment income

  .82   1.08   .72   .89   1.41 %(e) 
Supplemental Data:                                   

Net assets, end of period (000)

  $29,273      $19,471      $21,199      $13,743      $4,992   

Portfolio turnover rate

  54.63   40.08   42.46   34.27   24.42
(a)  

Commencement of operations.

(b)  

Calculated using average shares outstanding during the period.

(c)  

Total return assumes the reinvestment of all distributions.

(d)  

Not annualized.

(e)  

Annualized.

 

See Notes to Financial Statements.

 

14


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers Large-Cap Core Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is growth of capital and growth of income consistent with reasonable risk. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns

 

15


Notes to Financial Statements (continued)

 

remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Foreign Transactions–The books and records of the Fund are maintained in U.S. dollars and transactions denominated in foreign currencies are recorded in the Fund’s records at the rate prevailing when earned or recorded. Asset and liability accounts that are denominated in foreign currencies are adjusted daily to reflect current exchange rates and any unrealized gain (loss) is included in Net change in unrealized appreciation/depreciation on investments on the Fund’s Statement of Operations. The resultant exchange gains and losses upon settlement of such transactions are included in Net realized loss on investments and foreign currency related transactions on the Fund’s Statement of Operations. The Fund does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the changes in market prices of the securities.

 

(g)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(h)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

16


Notes to Financial Statements (continued)

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*   

Level 1

(000)

  

Level 2

(000)

  

Level 3

(000)

  

Total

(000)

Common Stocks

   $ 28,595    $    $     –    $ 28,595

Preferred Stock

     45                45

Repurchase Agreement

          635           635

Total

   $ 28,640    $ 635    $    $ 29,275
* See Schedule of Investments for values in each industry.

3. MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

First $1 billion .70%

Next $1 billion .65%

Over $2 billion .60%

For the fiscal year ended December 31, 2009, the effective management fee, before waivers and expenses reimbursed, was at an annualized rate of .70% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

For the period January 1, 2009 through April 30, 2009, Lord Abbett contractually agreed to reimburse the Fund to the extent necessary so that total annual operating expenses (excluding management fee) did not exceed an annual rate of .40% of average daily net assets.

Effective May 1, 2009, Lord Abbett voluntarily agreed to waive a portion of its management fee and, if necessary, reimburse the Fund to the extent necessary so that total annual operating expenses do not exceed an annual rate of .95% of average daily net assets.

Lord Abbett may stop or change the level of the voluntary waiver or reimbursement at any time.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25%

 

17


Notes to Financial Statements (continued)

 

of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $84,485 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4. DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/09

  

Year Ended

12/31/08

Distributions paid from:

     

Ordinary income

   $ 199,870    $ 227,376

Net long-term capital gains

          146,348

Total distributions paid

   $ 199,870    $ 373,724

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 380   

Total undistributed earnings

   $ 380   

Capital loss carryforwards*

     (2,514,865

Temporary differences

     (312,909

Unrealized gains – net

     2,496,133   

Total accumulated losses – net

   $ (331,261
* As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$590,022   $ 1,924,843   $ 2,514,865

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $311,956 during fiscal 2009.

 

18


Notes to Financial Statements (continued)

 

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 26,779,099   

Gross unrealized gain

     3,193,423   

Gross unrealized loss

     (697,290

Net unrealized security gain

   $ 2,496,133   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
  Accumulated
Net Realized
Loss
$18   $(18)

The permanent differences are attributable to the tax treatment of foreign currency transactions.

5. PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$16,516,078   $12,734,670

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6. DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts have been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

7. EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

8. CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

 

19


Notes to Financial Statements (concluded)

 

9. INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and growth stocks. This means the value of your investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. Large-cap value and growth stocks may perform differently than the market as a whole and differently than each other and other types of stocks, such as small company stocks. This is because different types of stocks tend to shift in and out of favor depending on market and economic conditions. The market may fail to recognize the intrinsic value of particular value stocks for a long time. Growth stocks may be more volatile than other stocks. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

Due to its investments in multinational companies, the Fund may experience increased market, liquidity, currency, political, information, and other risks.

These factors can affect the Fund’s performance.

10. SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   1,063,360      900,643   

Reinvestment of distributions

   18,387      45,027   

Shares reacquired

   (618,425   (348,275

Increase

   463,322      597,395   

11. SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

12. RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

20


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Large-Cap Core Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and broker. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Large-Cap Core Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

21


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

 

22


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush - O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

23


Basic Information About Management (continued)

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

 

24


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 - 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst - other investment strategies (2000–2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

 

25


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

26


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the investment performance of the Fund was in the third quintile of its performance universe for the nine-month period and in the first quintile for the one-year and three-year periods. The Board also observed that the Fund’s investment performance was lower than that of the Lipper Variable Underlying Funds Large-Cap Core Index for the nine-month period and higher than that of the Index for the one-year and three-year periods. The Board also noted that the Fund’s investment objective, strategy, and investment team were identical to those of Lord Abbett Research Fund, Inc. — Classic Stock Fund and that the investment performance of the Class A shares of Classic Stock Fund was in the first quintile of its performance universe for the five-year and ten-year periods and higher than that of the Lipper Large-Cap Core Index for those periods.

 

27


Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment management personnel. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such fiscal periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board noted that it and Lord Abbett had agreed to an expense reimbursement agreement to April 30, 2009 that limited all expenses other than management fees to 0.40%, but that Lord Abbett had not entered into a new agreement, and had made voluntary reimbursements that had the effect of keeping the total expense ratio at approximately 0.95%, which reimbursements it could end at any time. The Board observed that for the nine months ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately five basis points above the median of the peer group and the actual management and administrative services fee rates were approximately eleven basis points above the median of the peer group. The Board also observed that for the nine months ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately twenty basis points below the median of the peer group. The Board also considered that Lord Abbett voluntarily intended to waive its management fee and/or administrative service fee and/or voluntarily reimburse expenses to maintain the current expense ratio, and considered what the Fund’s expense ratio likely would be if Lord Abbett did not voluntarily waive its fees or reimburse any expenses and how that expense ratio would compare to that of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

 

28


Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

29


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 100% of ordinary income distribution paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

30


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

Large-Cap Core Portfolio

 

LASFLCC-2-1209

(2/10)


2009

LORD ABBETT

ANNUAL

REPORT     LOGO

 

Lord Abbett

Series Fund—Mid Cap Value Portfolio

For the fiscal year ended December 31, 2009

 

LOGO


 

Lord Abbett Series Fund — Mid Cap Value Portfolio

Annual Report

For the fiscal year ended December 31, 2009

 

LOGO

From left to right: Robert S. Dow, Director and Chairman of the Lord Abbett Funds; E. Thayer Bigelow, Independent Lead Director of the Lord Abbett Funds; and Daria L. Foster, Director and President of the Lord Abbett Funds.

 

Dear Shareholders: We are pleased to provide you with this overview of the Lord Abbett Series Fund – Mid Cap Value Portfolio’s performance for the fiscal year ended December 31, 2009. On this page and the following pages, we discuss the major factors that influenced performance. For detailed and more timely information about the Fund, please visit our Website at www.lordabbett.com, where you also can access the quarterly commentaries by the Fund’s portfolio manager.

Thank you for investing in Lord Abbett mutual funds. We value the trust that you place in us and look forward to serving your investment needs in the years to come.

 

Best regards,

LOGO

Robert S. Dow

Chairman

 

 

Q: What were the overall market conditions during the fiscal year ended December 31, 2009?

A: After a difficult start to the year, the equity markets (as represented by the S&P 500® Index1) recovered during the balance of the period, ending the year up 26.46%. This improvement enabled some investors to recover a portion of their previous losses.

Overall, most equity asset classes and investing styles trended higher throughout the period. Mid cap stocks (as defined by the Russell MidCap® Index 2) generally outperformed large cap stocks (as measured by the Russell 1000® Index3) and small cap stocks (as measured by the Russell 2000® Index4). Growth stocks (as represented by the Russell 3000® Growth Index5) generally outperformed value stocks (as represented by the Russell 3000® Value Index6) for the fiscal year.

Q: How did the Mid Cap Value Portfolio perform during the fiscal year ended December 31, 2009?

A: The Fund returned 26.62%, reflecting performance at the net asset value (NAV) of Class VC shares with all distributions reinvested, compared to its benchmark, the Russell Midcap® Value Index,7 which had a total return of 34.21% over the same period.

 

1


 

 

 

Q: What were the most significant factors affecting performance?

A: The most significant detractors from the Fund’s performance relative to its benchmark for the 12-month period were the materials and processing, technology, and financial services sectors.

Among the individual holdings that detracted from performance were financial services holding Fifth Third Bancorp (the Fund’s number-one detractor), a diversified financial services company; materials and processing holding Pactiv Corp., a producer of consumer and food service/food packaging products; and healthcare holding King Pharmaceuticals, Inc., a manufacturer and marketer of primarily branded prescription pharmaceutical products.

The most significant contributor to the Fund’s performance relative to its benchmark for the 12-month period was the utilities sector (owing to an underweight position).

Among the individual holdings that contributed to the Fund’s relative performance were healthcare holding Mylan Laboratories, Inc. (the Fund’s number-one contributor), a global generic and specialty pharmaceuticals company; producer durables holding Kansas City Southern, an operator of a railroad system that provides shippers with rail freight services; and consumer discretionary holding Wynn Resorts, Ltd., an operator of luxury hotels and destination casino resorts in Las Vegas, Nevada and Macau, China.

The Fund’s portfolio is actively managed and, therefore, its holdings and weightings of a particular issuer or sector as a percentage of portfolio assets are subject to change. Sectors may include many industries.

 

1  The S&P 500® Index is widely regarded as the standard for measuring large cap U.S. stock market performance and includes a representative sample of leading companies in leading industries.

2  The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000 Index, which represents approximately 25% of the total market capitalization of the Russell 1000 Index.

3  The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000 Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index.

4  The Russell 2000® Index is composed of 2,000 securities with market values ranging from $25 million to $275 million. The Growth Index is comprised of securities in the Russell 2000® Index with higher price-to-book ratios and higher forecasted growth.

5  The Russell 3000® Growth Index measures the performance of those Russell 3000® Index companies with higher price-to-book ratios and higher forecasted growth values. The stocks in this index are also members of either the Russell 1000® Growth or the Russell 2000® Growth indexes.

6  The Russell 3000® Value Index measures the performance of those Russell 3000 Index companies with lower price-to-book ratios and lower forecasted growth values. The stocks in this index are also members of either the Russell 1000® Value or the Russell 2000® Value indexes.

 

2


 

 

 

7  The Russell Midcap® Value Index measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The stocks also are members of the Russell 1000® Value index.

Unless otherwise specified, indexes reflect total return, with all dividends reinvested. Indexes are unmanaged, do not reflect the deduction of fees or expenses, and are not available for direct investment.

Important Performance and Other Information

Performance data quoted reflect past performance and are no guarantee of future results. Current performance may be higher or lower than the performance quoted. The investment return and principal value of an investment in the Fund will fluctuate so that shares, on any given day or when redeemed, may be worth more or less than their original cost. You can obtain performance data current to the most recent month-end by calling Lord Abbett at 888-522-2388 or referring to www.lordabbett.com.

 

The views of the Fund’s management and the portfolio holdings described in this report are as of December 31, 2009; these views and portfolio holdings may have changed subsequent to this date, and they do not guarantee the future performance of the markets or the Fund. Information provided in this report should not be considered a recommendation to purchase or sell securities.

A Note about Risk: See Notes to Financial Statements for a discussion of investment risks. For a more detailed discussion of the risks associated with the Fund, please see the Fund’s prospectus.

Mutual funds are not insured by the FDIC, are not deposits or other obligations of, or guaranteed by banks, and are subject to investment risks, including possible loss of principal amount invested.

The Fund serves as an underlying investment vehicle for variable annuity contracts and variable life insurance policies.

 

3


 

 

 

Investment Comparison

Below is a comparison of a $10,000 investment in Class VC shares with the same investment in the Russell Midcap® Value Index and the S&P MidCap 400 Value Index assuming reinvestment of all dividends and distributions. The Fund’s shares are sold only to insurance company separate accounts that fund certain variable annuity and variable life contracts. This line graph comparison does not reflect the sales charges or other expenses of these contracts. If those sales charges and expenses were reflected, returns would be less. The graph and performance table below do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods, expenses of the Fund have been waived or reimbursed by Lord Abbett; without such waiver or reimbursement of expenses, the Fund’s returns would have been lower. Past performance is no guarantee of future results.

LOGO

Average Annual Total Returns for the

Periods Ended December 31, 2009

     1 Year    5 Years    10 Years

Class VC

   26.62%    -1.27%    7.99%

1    Performance for each unmanaged index does not reflect transaction costs, management fees or sales charges. The performance of each index is not necessarily representative of the Fund’s performance.

 

4


 

 

 

Expense Example

As a shareholder of the Fund, you incur ongoing costs, including management fees; expenses related to the Fund’s services arrangements with certain insurance companies; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (July 1, 2009 through December 31, 2009).

The Example reflects only expenses that are deducted from the assets of the Fund. Fees and expenses, including sales charges applicable to the various insurance products that invest in the Fund, are not reflected in this Example. If such fees and expenses were reflected in the Example, the total expenses shown would be higher. Fees and expenses regarding such variable insurance products are separately described in the prospectus related to those products.

Actual Expenses

The first line of the table on the following page 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 titled “Expenses Paid During the Period 7/1/09 – 12/31/09” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’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 Fund 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.

 

5


 

 

 

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. 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.

 

       Beginning
Account
Value
  Ending
Account
Value
  Expenses
Paid During
Period
       7/1/09   12/31/09   7/1/09 -
12/31/09

Class VC

        

Actual

     $ 1,000.00   $ 1,256.60   $ 6.94

Hypothetical (5% Return Before Expenses)

     $ 1,000.00   $ 1,019.04   $ 6.21
 

Net expenses are equal to the Fund’s annualized expense ratio of 1.22%, multiplied by the average account value over the period, multiplied by 184/365 (to reflect one-half period).

 

Portfolio Holdings Presented by Sector

December 31, 2009

 

Sector*    %**

Consumer Discretionary

   16.92%

Consumer Staples

   1.31%

Energy

   12.15%

Financial Services

   15.79%

Healthcare

   17.15%

Materials & Processing

   6.23%

Producer Durables

   12.98%

Technology

   11.32%

Utilities

   4.32%

Short-Term Investment

   1.83%

Total

   100.00%
*   A sector may comprise several industries.
**   Represents percent of total investments.

 

6


Schedule of Investments

December 31, 2009

 

Investments   Shares      Value
(000)
COMMON STOCKS 98.28%
Advertising Agencies 3.15%
Interpublic Group of Cos., Inc. (The)*   1,079,558      $ 7,967
Omnicom Group, Inc.   175,100        6,855
          
Total          14,822
          
Aerospace 0.36%
Curtiss-Wright Corp.   53,651        1,680
          
Asset Management & Custodian 0.34%
State Street Corp.   36,600        1,594
          
Auto Parts 1.66%
Autoliv, Inc. (Sweden)(a)   27,000        1,171
WABCO Holdings, Inc.   258,400        6,664
          
Total          7,835
          
Banks: Diversified 7.86%
City National Corp.   177,300        8,085
Comerica, Inc.   207,800        6,145
Commerce Bancshares, Inc.   92,085        3,565
Cullen/Frost Bankers, Inc.   104,400        5,220
FirstMerit Corp.   35,400        713
KeyCorp   761,900        4,229
M&T Bank Corp.   102,600        6,863
SunTrust Banks, Inc.   107,400        2,179
          
Total            36,999
          
Banks: Savings, Thrift & Mortgage Lending 0.56%
Washington Federal, Inc.   135,300        2,617
          
Biotechnology 0.49%
Onyx Pharmaceuticals, Inc.*   78,101        2,291
          
Building Materials 0.27%
Simpson Manufacturing Co., Inc.   47,400        1,275
          
Investments   Shares      Value
(000)
Casinos & Gambling 0.48%
International Game Technology   119,700      $ 2,247
          
Chemical: Diversified 0.89%
Celanese Corp. Series A   72,543        2,329
Olin Corp.   106,200        1,861
          
Total          4,190
          
Commercial Services: Rental & Leasing 0.43%
GATX Corp.   70,463        2,026
          
Communications Technology 1.04%
QLogic Corp.*   158,600        2,993
Tellabs, Inc.*   332,748        1,890
          
Total          4,883
          
Computer Services, Software & Systems 7.31%
Adobe Systems, Inc.*   184,780        6,796
Autodesk, Inc.*   236,991        6,022
CA, Inc.   177,900        3,996
Diebold, Inc.   147,400        4,193
Intuit, Inc.*   224,600        6,897
McAfee, Inc.*   60,023        2,435
VeriFone Holdings, Inc.*   247,900        4,061
          
Total            34,400
          
Consumer Services: Miscellaneous 1.65%
H&R Block, Inc.   168,443        3,810
NutriSystem, Inc.   126,426        3,941
          
Total          7,751
          
Containers & Packaging 1.09%
Ball Corp.   98,865        5,111
          
Diversified Financial Services 2.61%
Lazard Ltd. Class A   258,200        9,804
Raymond James Financial, Inc.   105,418        2,506
          
Total          12,310
          

 

See Notes to Financial Statements.

 

7


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Diversified Manufacturing Operations 4.22%
Eaton Corp.   123,600      $ 7,863
ITT Corp.   92,100        4,581
Pentair, Inc.   45,200        1,460
Tyco International Ltd. (Switzerland)(a)   167,230        5,967
          
Total          19,871
          
Diversified Retail 2.21%
Big Lots, Inc.*   145,500        4,217
Family Dollar Stores, Inc.   109,254        3,040
Nordstrom, Inc.   84,000        3,157
          
Total            10,414
          
Electronics 0.79%
Trimble Navigation Ltd.*   146,900        3,702
          
Engineering & Contracting Services 0.72%
Jacobs Engineering Group, Inc.*   90,000        3,385
          
Financial Data & Systems 0.27%
Jack Henry & Associates, Inc.   55,100        1,274
          
Foods 1.32%
J.M. Smucker Co. (The)   100,300        6,193
          
Gas Pipeline 2.58%
El Paso Corp.   376,200        3,698
EQT Corp.   192,400        8,450
          
Total          12,148
          
Healthcare Facilities 1.41%     
DaVita, Inc.*   112,700        6,620
          
Healthcare Management Services 1.32%
CIGNA Corp.   109,200        3,851
Humana, Inc.*   54,200        2,379
          
Total          6,230
          
Investments   Shares      Value
(000)
Healthcare Services 2.19%
HealthSouth Corp.*   183,635      $ 3,447
McKesson Corp.   109,700        6,856
          
Total          10,303
          
Hotel/Motel 3.41%
Hyatt Hotels Corp. Class A*   81,900        2,441
Marriott International, Inc. Class A   225,137        6,135
Starwood Hotels & Resorts Worldwide, Inc.   155,300        5,679
Wynn Resorts Ltd.   30,700        1,788
          
Total            16,043
          
Household Equipment/Products 1.01%
Fortune Brands, Inc.   109,600        4,735
          
Insurance: Multi-Line 1.87%
ACE Ltd. (Switzerland)*(a)   61,919        3,121
Aon Corp.   59,300        2,273
Markel Corp.*   10,000        3,400
          
Total          8,794
          
Insurance: Property-Casualty 1.42%
PartnerRe Ltd.   89,348        6,671
          
Luxury Items 0.32%
Fossil, Inc.*   45,000        1,510
          
Machinery: Industrial 0.80%
Kennametal, Inc.   146,100        3,787
          
Medical & Dental Instruments & Supplies 4.33%
Cooper Cos., Inc. (The)   105,348        4,016
DENTSPLY International, Inc.   60,800        2,138
Kinetic Concepts, Inc.*   74,400        2,801
Patterson Cos., Inc.*   298,800        8,360
Zimmer Holdings, Inc.*   52,100        3,080
          
Total          20,395
          

 

See Notes to Financial Statements.

 

8


Schedule of Investments (continued)

December 31, 2009

 

Investments   Shares      Value
(000)
Medical Equipment 1.10%
Varian Medical Systems, Inc.*   110,200      $ 5,163
          
Metal Fabricating 1.71%
Reliance Steel & Aluminum Co.   186,100        8,043
          
Metals & Minerals: Diversified 0.80%
Agnico-Eagle Mines Ltd. (Canada)(a)   70,095        3,785
          
Oil: Crude Producers 3.98%
Cabot Oil & Gas Corp.   147,500        6,429
EOG Resources, Inc.   21,895        2,130
Goodrich Petroleum Corp.*   129,900        3,163
Noble Energy, Inc.   71,100        5,064
Range Resources Corp.   38,900        1,939
          
Total            18,725
          
Oil: Integrated 1.46%
Williams Cos., Inc. (The)   325,900        6,870
          
Oil Well Equipment & Services 4.14%
Halliburton Co.   229,760        6,913
Helmerich & Payne, Inc.   60,600        2,417
Nabors Industries Ltd.*   58,600        1,283
Smith International, Inc.   122,300        3,323
Superior Energy Services, Inc.*   228,600        5,553
          
Total          19,489
          
Pharmaceuticals 6.33%
AmerisourceBergen Corp.   363,482        9,476
Mylan, Inc.*   393,611        7,254
Warner Chilcott plc Class A (Ireland)*(a)   338,800        9,646
Watson Pharmaceuticals, Inc.*   86,600        3,430
          
Total          29,806
          
Investments   Shares      Value
(000)
Producer Durables: Miscellaneous 1.01%
SPX Corp.   77,200      $ 4,223
W.W. Grainger, Inc.   5,544        537
          
Total          4,760
          
Railroads 1.85%
Kansas City Southern*   262,355        8,734
          
Real Estate Investment Trusts 0.87%
Alexandria Real Estate Equities, Inc.   64,000        4,114
          
Scientific Instruments: Control & Filter 1.75%
Parker Hannifin Corp.   87,900        4,736
Roper Industries, Inc.   66,474        3,481
          
Total          8,217
          
Scientific Instruments: Electrical 0.83%
AMETEK, Inc.   101,700        3,889
          
Scientific Instruments: Pollution Control 0.73%
Republic Services, Inc.   121,062        3,427
          
Semiconductors & Components 2.20%
Micron Technology, Inc.*   541,500        5,718
Xilinx, Inc.   185,500        4,649
          
Total          10,367
          
Shipping 0.29%
Kirby Corp.*   39,697        1,383
          
Specialty Retail 2.81%
American Eagle Outfitters, Inc.   320,300        5,439
Children’s Place Retail Stores, Inc. (The)*   86,627        2,860
PetSmart, Inc.   148,800        3,971
Pier 1 Imports, Inc.*   188,300        958
          
Total            13,228
          

 

See Notes to Financial Statements.

 

9


Schedule of Investments (concluded)

December 31, 2009

 

Investments   Shares     

Value
(000)

Steel 1.47%
Steel Dynamics, Inc.   156,500      $ 2,773
United States Steel Corp.   75,500        4,162
          
Total          6,935
          
Textiles Apparel & Shoes 0.24%
Guess?, Inc.   26,900        1,138
          
Utilities: Electrical 1.70%
CMS Energy Corp.   341,618        5,350
Northeast Utilities   102,163        2,635
          
Total          7,985
          
Utilities: Gas Distributors 0.85%
Piedmont Natural Gas Co., Inc.   80,270        2,147
Questar Corp.   44,600        1,854
          
Total          4,001
          
Utilities: Telecommunications 1.78%
CenturyTel, Inc.   230,819        8,358
          
Total Common Stocks (cost $381,153,782)          462,523
          
Investments   Principal
Amount
(000)
     Value
(000)
 
SHORT-TERM INVESTMENT 1.83%   
Repurchase Agreement       
Repurchase Agreement dated 12/31/2009, Zero Coupon due 1/4/2010 with Fixed Income Clearing Corp. collateralized by $8,345,000 of Federal Home Loan Mortgage Corp. at 4.125% due 2/24/2011; value: $8,783,113; proceeds: $8,606,596
(cost $8,606,596)
  $ 8,607      $ 8,607   
            
Total Investments in Securities 100.11% (cost $389,760,378)          471,130   
            
Liabilities in Excess of Other Assets (0.11%)          (503
            
Net Assets 100.00%        $ 470,627   
            
*   Non-income producing security.
(a)  

Foreign security traded in U.S. dollars.

 

See Notes to Financial Statements.

 

10


Statement of Assets and Liabilities

December 31, 2009

 

ASSETS:

  

Investments in securities, at value (cost $389,760,378)

   $ 471,129,962   

Receivables:

  

Investment securities sold

     3,140,934   

Dividends

     346,440   

Capital shares sold

     126,454   

Prepaid expenses

     4,788   

Total assets

     474,748,578   

LIABILITIES:

  

Payables:

  

Investment securities purchased

     2,577,977   

Capital shares reacquired

     908,781   

Management fee

     286,147   

Directors’ fees

     84,847   

Fund administration

     15,381   

Accrued expenses and other liabilities

     248,909   

Total liabilities

     4,122,042   

NET ASSETS

   $ 470,626,536   

COMPOSITION OF NET ASSETS:

  

Paid-in capital

   $ 713,295,676   

Distributions in excess of net investment income

     (56,360

Accumulated net realized loss on investments

     (323,982,364

Net unrealized appreciation on investments

     81,369,584   

Net Assets

   $ 470,626,536   

Outstanding shares (200 million shares of common stock authorized, $.001 par value)

     35,502,432   

Net asset value, offering and redemption price per share
(Net assets divided by outstanding shares)

     $13.26   

 

See Notes to Financial Statements.

 

11


Statement of Operations

For the Year Ended December 31, 2009

 

Investment income:

  

Dividends

   $ 7,343,696   

Interest

     1,640   

Total investment income

     7,345,336   

Expenses:

  

Management fee

     3,237,912   

Shareholder servicing

     1,676,329   

Fund administration

     172,688   

Reports to shareholders

     75,040   

Professional

     49,421   

Custody

     28,826   

Directors’ fees

     14,244   

Other

     14,166   

Gross expenses

     5,268,626   

Expense reductions (See Note 8)

     (966

Net expenses

     5,267,660   

Net investment income

     2,077,676   

Net realized and unrealized gain (loss):

  

Net realized loss on investments

     (227,883,923

Net realized loss on redemptions in-kind (See Note 6)

     (31,304,963

Net change in unrealized appreciation/depreciation on investments

     341,935,651   

Net realized and unrealized gain

     82,746,765   

Net Increase in Net Assets Resulting From Operations

   $ 84,824,441   

 

See Notes to Financial Statements.

 

12


Statements of Changes in Net Assets

 

DECREASE IN NET ASSETS    For the Year Ended
December 31, 2009
    For the Year Ended
December 31, 2008
 

Operations:

    

Net investment income

   $ 2,077,676      $ 9,628,363   

Net realized loss on investments

     (227,883,923     (93,907,465

Net realized loss on redemptions in-kind (See Note 6)

     (31,304,963       

Net change in unrealized appreciation/depreciation on investments

     341,935,651        (293,182,584

Net increase (decrease) in net assets resulting from operations

     84,824,441        (377,461,686

Distributions to shareholders from:

    

Net investment income

     (2,048,588     (9,667,724

Net realized gain

            (32,305,496

Total distributions to shareholders

     (2,048,588     (41,973,220

Capital share transactions (See Note 11):

    

Proceeds from sales of shares

     28,129,424        60,325,957   

Reinvestment of distributions

     2,048,588        41,973,219   

Cost of shares reacquired

     (93,415,185     (197,658,370

Redemptions in-kind (See Note 6)

     (86,276,287       

Net decrease in net assets resulting from capital share transactions

     (149,513,460     (95,359,194

Net decrease in net assets

     (66,737,607     (514,794,100

NET ASSETS:

    

Beginning of year

   $ 537,364,143      $ 1,052,158,243   

End of year

   $ 470,626,536      $ 537,364,143   

Distributions in excess of net investment income

   $ (56,360   $ (81,846

 

See Notes to Financial Statements.

 

13


Financial Highlights

 

     Year Ended 12/31  
    2009     2008     2007     2006     2005  

Per Share Operating Performance

         

Net asset value, beginning of year

  $10.51      $18.90      $21.78      $21.09      $20.79   
                             

Investment operations:

         

Net investment income(a)

  .05      .19      .09      .10      .11   

Net realized and unrealized gain (loss)

  2.76      (7.68   .07      2.47      1.60   
                             

Total from investment operations

  2.81      (7.49   .16      2.57      1.71   
                             

Distributions to shareholders from:

         

Net investment income

  (.06   (.21   (.10   (.11   (.10

Net realized gain

       (.69   (2.94   (1.77   (1.31
                             

Total distributions

  (.06   (.90   (3.04   (1.88   (1.41
                             

Net asset value, end of year

  $13.26      $10.51      $18.90      $21.78      $21.09   
                             

Total Return(b)

  26.62   (39.36 )%    .58   12.23   8.22

Ratios to Average Net Assets:

         

Expenses, including expense reductions

  1.22   1.15   1.12   1.12   1.13

Expenses, excluding expense reductions

  1.22   1.15   1.12   1.12   1.13

Net investment income

  .48   1.21   .40   .48   .51
Supplemental Data:                                   

Net assets, end of year (000)

  $470,627      $537,364      $1,052,158      $1,226,358      $1,197,020   

Portfolio turnover rate

  112.51 %(c)    30.43   35.39 %(c)    27.96 %(c)    24.67
(a)  

Calculated using average shares outstanding during the year.

(b)  

Total return assumes the reinvestment of all distributions.

(c)  

Includes portfolio securities delivered as a result of redemptions in-kind transactions.

 

See Notes to Financial Statements.

 

14


Notes to Financial Statements

 

1.    ORGANIZATION

Lord Abbett Series Fund, Inc. (the “Company”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company, incorporated under Maryland law in 1989. The Company consists of eight separate portfolios (the “Funds”). This report covers the Mid-Cap Value Portfolio (the “Fund”). The Fund is diversified as defined in the Act.

The investment objective of the Fund is capital appreciation through investments, primarily in equity securities, which are believed to be undervalued in the marketplace. The Fund offers Variable Contract class shares (“Class VC Shares”) which are currently issued and redeemed only in connection with investments in, and payments under, variable annuity contracts and variable life insurance policies issued by life insurance and insurance-related companies.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

2.    SIGNIFICANT ACCOUNTING POLICIES

 

(a)   Investment Valuation–Securities actively traded on any recognized U.S. or non-U.S. exchange or on The NASDAQ Stock Market LLC are valued at the last sale price or official closing price on the exchange or system on which they are principally traded. Events occurring after the close of trading on non-U.S. exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange LLC. The Fund may rely on an independent fair valuation service in adjusting the valuations of foreign securities. Unlisted equity securities are valued at the last quoted sale price or, if no sale price is available, at the mean between the most recently quoted bid and asked prices. Securities for which market quotations are not readily available are valued at fair value as determined by management and approved in good faith by the Board of Directors. Short-term securities with 60 days or less remaining to maturity are valued using the amortized cost method, which approximates current market value.

 

(b)   Security Transactions–Security transactions are recorded as of the date that the securities are purchased or sold (trade date). Realized gains and losses on sales of portfolio securities are calculated using the identified-cost method.

 

(c)   Investment Income–Dividend income is recorded on the ex-dividend date. Interest income is recorded on the accrual basis as earned. Discounts are accreted and premiums are amortized using the effective interest method. Withholding taxes on foreign dividends have been provided for in accordance with the applicable country’s tax rules and rates.

 

(d)   Income Taxes–It is the policy of the Fund to meet the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all taxable income and capital gains to its shareholders. Therefore, no income tax provision is required.

The Fund files U.S. federal and various state and local tax returns. No income tax returns are currently under examination. The statute of limitations on the Fund’s U.S. federal tax returns

 

15


Notes to Financial Statements (continued)

 

remains open for the fiscal years ended December 31, 2006 through December 31, 2009. The statutes of limitations on the Company’s state and local tax returns may remain open for an additional year depending upon the jurisdiction.

 

(e)   Expenses–Expenses incurred by the Company that do not specifically relate to an individual fund are generally allocated to the Funds within the Company on a pro rata basis by relative net assets.

 

(f)   Repurchase Agreements–The Fund may enter into repurchase agreements with respect to securities. A repurchase agreement is a transaction in which a Fund acquires a security and simultaneously commits to resell that security to the seller (a bank or securities dealer) at an agreed-upon price on an agreed-upon date. The Fund requires at all times that the repurchase agreement be collateralized by cash, or by securities of the U.S. Government, its agencies, its instrumentalities, or U.S. Government sponsored enterprises having a value equal to, or in excess of, the value of the repurchase agreement (including accrued interest). If the seller of the agreement defaults on its obligation to repurchase the underlying securities at a time when the value of these securities has declined, a Fund may incur a loss upon disposition of the securities.

 

(g)   Fair Value Measurements–In accordance with Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements and Disclosures (formerly SFAS 157), fair value is defined as the price that the Fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market of the investment. ASC 820 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk – for example, the risk inherent in a particular valuation technique used to measure fair value (such as a pricing model) and/or the risk inherent in the inputs to the valuation technique. Inputs may be observable or unobservable. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

 

   

Level 1 – quoted prices in active markets for identical investments;

 

   

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.); and

 

   

Level 3 – significant unobservable inputs (including the Fund’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.

 

16


Notes to Financial Statements (continued)

 

The following is a summary of the inputs used as of December 31, 2009 in valuing the Fund’s investments carried at value:

 

Investment Type*     

Level 1

(000)

    

Level 2

(000)

    

Level 3

(000)

    

Total

(000)

Common Stocks

     $ 462,523      $      $          –      $ 462,523

Repurchase Agreement

              8,607               8,607

Total

     $ 462,523      $ 8,607      $      $ 471,130
* See Schedule of Investments for values in each industry.

3.    MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES

Management Fee

The Company has a management agreement with Lord, Abbett & Co. LLC (“Lord Abbett”), pursuant to which Lord Abbett supplies the Fund with investment management services and executive and other personnel, provides office space and pays for ordinary and necessary office and clerical expenses relating to research and statistical work and supervision of the Fund’s investment portfolio.

The management fee is based on the Fund’s average daily net assets at the following annual rates:

 

First $1 billion

   .75%

Next $1 billion

   .70%

Over $2 billion

   .65%

For the fiscal year ended December 31, 2009, the effective management fee paid to Lord Abbett was at an annualized rate of .75% of the Fund’s average daily net assets.

Lord Abbett provides certain administrative services to the Fund pursuant to an Administrative Services Agreement at an annual rate of .04% of the Fund’s average daily net assets.

The Company, on behalf of the Fund, has entered into services arrangements with certain insurance companies. Under these arrangements, certain insurance companies will be compensated up to .25% of the average daily net asset value (“NAV”) of the Fund’s Class VC Shares held in the insurance company’s separate account to service and maintain the Variable Contract owners’ accounts. The Fund may also compensate certain insurance companies, third-party administrators and other entities for providing recordkeeping, sub-transfer agency and other administrative services to the Fund. For the fiscal year ended December 31, 2009, the Fund incurred expenses of $1,609,012 for such services arrangements, which have been included in Shareholder Servicing Expense on the Statement of Operations.

Two Directors and certain of the Company’s officers have an interest in Lord Abbett.

4.    DISTRIBUTIONS AND CAPITAL LOSS CARRYFORWARDS

Dividends from net investment income, if any, are declared and paid at least annually. Taxable net realized gains from investment transactions, reduced by capital loss carryforwards, if any, are declared and distributed to shareholders at least annually. The capital loss carryforward amount, if any, is available to offset future net capital gains. Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized capital gains are determined in accordance with federal income tax

 

17


Notes to Financial Statements (continued)

 

regulations which may differ from accounting principles generally accepted in the United States of America. These book/tax differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the components of net assets based on their federal tax basis treatment; temporary differences do not require reclassification. Dividends and distributions, which exceed earnings and profits for tax purposes, are reported as a tax return of capital.

The tax character of distributions paid during the fiscal years ended December 31, 2009 and 2008 was as follows:

 

     

Year Ended

12/31/2009

  

Year Ended

12/31/2008

Distributions paid from:

     

Ordinary income

   $ 2,048,588    $ 11,178,159

Net long-term capital gains

          30,795,061

Total distributions paid

   $ 2,048,588    $ 41,973,220

As of December 31, 2009, the components of accumulated losses on a tax-basis were as follows:

 

Undistributed ordinary income – net

   $ 28,487   

Total undistributed earnings

   $ 28,487   

Capital loss carryforwards*

     (318,598,838

Temporary differences

     (1,138,113

Unrealized gains – net

     77,039,324   

Total accumulated losses – net

   $ (242,669,140
*As of December 31, 2009, the capital loss carryforwards, along with the related expiration dates, were as follows:

 

2016   2017   Total
$59,666,300   $ 258,932,538   $ 318,598,838

Certain losses incurred after October 31 (“Post-October losses”) within the taxable year are deemed to arise on the first business day of the Fund’s next taxable year. The Fund incurred and will elect to defer net capital losses of $1,053,266 during fiscal 2009.

As of December 31, 2009, the aggregate unrealized security gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost

   $ 394,090,638   

Gross unrealized gain

     82,905,706   

Gross unrealized loss

     (5,866,382

Net unrealized security gain

   $ 77,039,324   

The difference between book-basis and tax-basis unrealized gains (losses) is attributable to wash sales.

Permanent items identified during the fiscal year ended December 31, 2009 have been reclassified among the components of net assets based on their tax basis treatment as follows:

 

Distributions in
Excess of Net
Investment Income
  Accumulated Net
Realized Loss
  Paid-in
Capital
 
$(3,602)   $ 31,308,565   $ (31,304,963

 

18


Notes to Financial Statements (continued)

 

The permanent differences are attributable to the tax treatment of certain securities and redemptions in-kind.

5.    PORTFOLIO SECURITIES TRANSACTIONS

Purchases and sales of investment securities (excluding short-term investments and including redemptions in-kind) for the fiscal year ended December 31, 2009 were as follows:

 

Purchases   Sales
$468,774,537   $ 601,560,737

There were no purchases or sales of U.S. Government securities for the fiscal year ended December 31, 2009.

6.    REDEMPTIONS IN-KIND

In certain circumstances, the Fund may distribute portfolio securities rather than cash as payments for a redemption of Fund shares (“redemptions in-kind”). For financial reporting purposes, the Fund recognizes a gain on redemptions in-kind to the extent the value of the distributed securities exceeds their costs; the Fund recognizes a loss if cost exceeds value. During the fiscal year ended December 31, 2009, shareholders of the Fund redeemed Fund shares in exchange for Fund portfolio securities, causing the Fund to realize a net loss of $31,304,963.

7.    DIRECTORS’ REMUNERATION

The Company’s officers and the two Directors who are associated with Lord Abbett do not receive any compensation from the Company for serving in such capacities. Outside Directors’ fees are allocated among all Lord Abbett-sponsored funds based on the net assets of each fund. There is an equity-based plan available to all outside Directors under which outside Directors must defer receipt of a portion of, and may elect to defer receipt of an additional portion of, Directors’ fees. The deferred amounts are treated as though equivalent dollar amounts had been invested in the funds. Such amounts and earnings accrued thereon are included in Directors’ fees on the Statement of Operations and in Directors’ fees payable on the Statement of Assets and Liabilities and are not deductible for U.S. federal income tax purposes until such amounts are paid.

8.    EXPENSE REDUCTIONS

The Company has entered into arrangements with its transfer agent and custodian, whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s expenses.

9.    CUSTODIAN AND ACCOUNTING AGENT

State Street Bank and Trust Company (“SSB”) is the Company’s custodian and accounting agent. SSB performs custodial, accounting and recordkeeping functions relating to portfolio transactions and calculating the Fund’s NAV.

10.    INVESTMENT RISKS

The Fund is subject to the general risks and considerations associated with equity investing, as well as the particular risks associated with value and mid-sized company stocks. The value of an

 

19


Notes to Financial Statements (concluded)

 

investment will fluctuate in response to movements in the equity securities market in general and to the changing prospects of individual companies in which the Fund invests. The market may fail to recognize for a long time the intrinsic value of particular value stocks the Fund may hold. The mid-sized company stocks in which the Fund invests may be less able to weather economic shifts or other adverse developments than those of larger, more established companies. In addition, if the Fund’s assessment of a company’s value or prospects for exceeding earnings expectations or market conditions is wrong, the Fund could suffer losses or produce poor performance relative to other funds, even in a rising market.

These factors can affect the Fund’s performance.

11.    SUMMARY OF CAPITAL TRANSACTIONS

Transactions in shares of capital stock were as follows:

 

     

Year Ended

December 31, 2009

   

Year Ended

December 31, 2008

 

Shares sold

   2,622,913      4,224,226   

Reinvestment of distributions

   153,108      4,248,301   

Shares reacquired

   (8,819,233   (13,010,723

Redemptions in-kind

   (9,596,917     

Decrease

   (15,640,129   (4,538,196

12.    SUBSEQUENT EVENTS

In accordance with the provisions set forth in ASC Topic 855 (formerly SFAS 165), Subsequent Events, adopted by the Fund as of December 31, 2009, management has evaluated subsequent events existing in the Fund’s financial statements through February 16, 2010. Management has determined that there were no material subsequent events that would require recognition or additional disclosure in the Fund’s financial statements through this date.

13.    RECENT ACCOUNTING PRONOUNCEMENTS

In January 2010, the FASB issued Accounting Standards Update 2010-06 “Improving Disclosures about Fair Value Measurements” (“ASU 2010-06”). ASU 2010-06 provides clarifications to existing disclosures required by ASC 820 as well as amends ASC 820 to require certain new disclosures. ASU 2010-06 is substantially effective for interim and annual reporting periods beginning after December 15, 2009. Management is currently evaluating the impact the adoption of ASU 2010-06 will have on the Fund’s financial statement disclosures.

 

20


Report of Independent Registered Public Accounting Firm

 

To the Shareholders and Board of Directors of Lord Abbett Series Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Mid-Cap Value Portfolio, one of the portfolios constituting the Lord Abbett Series Fund, Inc. (the “Company”), as of December 31, 2009, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2009, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Mid-Cap Value Portfolio of the Lord Abbett Series Fund, Inc. as of December 31, 2009, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

New York, New York

February 16, 2010

 

21


Basic Information About Management

 

The Board of Directors (the “Board”) is responsible for the management of the business and affairs of the Company in accordance with the laws of the State of Maryland. The Board appoints officers who are responsible for the day-to-day operations of the Company and who execute policies authorized by the Board. The Board also approves an investment adviser to the Company and continues to monitor the cost and quality of the services provided by the investment adviser, and annually considers whether to renew the contract with the adviser. Generally, each Director holds office until his/her successor is elected and qualified or until his/her earlier resignation or removal, as provided in the Company’s organizational documents.

Lord, Abbett & Co. LLC (“Lord Abbett”), a Delaware limited liability company, is the Company’s investment adviser.

Interested Directors

The following Directors are partners of Lord Abbett and are “interested persons” of the Company as defined in the Act. Mr. Dow and Ms. Foster are officers, directors, or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert S. Dow

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1945)

  Director since 1995, Chairman since 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.   N/A

Daria L. Foster

Lord, Abbett & Co. LLC

90 Hudson Street

Jersey City, NJ 07302

(1954)

  Director since 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.   N/A

 

 

Independent Directors

The following independent or outside Directors (“Independent Directors”) are also directors or trustees of each of the 14 Lord Abbett-sponsored funds, which consist of 53 portfolios or series.

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

E. Thayer Bigelow

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1941)

  Director since 1994   Managing General Partner, Bigelow Media, LLC (since 2000); Senior Adviser, Time Warner Inc. (1998 - 2000).   Currently serves as director of Crane Co. (since 1984), Huttig Building Products Inc. (since 1998) and R.H. Donnelley Inc. (since 2009).

William H.T. Bush

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1938)

  Director since 1998   Co-founder and Chairman of the Board of the financial advisory firm of Bush – O’Donnell & Company (since 1986).   Currently serves as director of WellPoint, Inc., a health benefits company (since 2002).

 

22


Basic Information About Management (continued)

 

Name, Address and

Year of Birth

  Current Position and
Length of Service
with Company
 

Principal Occupation

During Past Five Years

  Other Directorships

Robert B. Calhoun, Jr.

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1942)

  Director since 1998   Senior Advisor of Monitor Clipper Partners, a private equity investment fund (since 1997); President of Clipper Asset Management Corp. (1991 - 2009).   N/A

Julie A. Hill

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1946)

  Director since 2004   Owner and CEO of The Hill Company, a business consulting firm (since 1998).   Currently serves as director of WellPoint, Inc., a health benefits company (since 1994) and Lend Lease Corporation Limited (since 2005).

Franklin W. Hobbs

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2001   Advisor of One Equity Partners, a private equity firm (since 2004).   Currently serves as a director and Chairman of the Board of GMAC Inc., a financial services firm (since 2009) and as a director of Molson Coors Brewing Company (since 2002).

Thomas J. Neff

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1937)

  Director since 1989   Chairman of Spencer Stuart (U.S.), an executive search consulting firm (since 1996).   Currently serves as director of Ace, Ltd. (since 1997) and Hewitt Associates, Inc. (since 2004).

James L.L. Tullis

Lord, Abbett & Co. LLC

c/o Legal Dept.

90 Hudson Street

Jersey City, NJ 07302

(1947)

  Director since 2006   CEO of Tullis-Dickerson and Co. Inc., a venture capital management firm (since 1990).   Currently serves as director of Crane Co. (since 1998).

 

 

Officers

None of the officers listed below have received compensation from the Company. All of the officers of the Company may also be officers of the other Lord Abbett-sponsored funds and maintain offices at 90 Hudson Street, Jersey City, NJ 07302. Unless otherwise indicated, the titles and positions listed under the “Principal Occupation” column indicate the officer’s position(s) and title(s) with Lord Abbett.

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Robert S. Dow

(1945)

  Chief Executive Officer and Chairman   Elected in 1996   Senior Partner (since 2007), Chief Executive Officer (since 1996) and was formerly Managing Partner (1996 - 2007), joined Lord Abbett in 1972.

 

23


Basic Information About Management (continued)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Daria L. Foster

(1954)

  President   Elected in 2006   Managing Partner (since 2007) and was formerly Director of Marketing and Client Service, joined Lord Abbett in 1990.

Robert P. Fetch

(1953)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1995.

Daniel H. Frascarelli

(1954)

  Executive Vice President   Elected in 2003   Partner and Director, joined Lord Abbett in 1990.

Robert I. Gerber

(1954)

  Executive Vice President   Elected in 2003   Partner and Chief Investment Officer (since 2007), joined Lord Abbett in 1997 as Director of Taxable Fixed Income Management.

Todd D. Jacobson

(1966)

  Executive Vice President   Elected in 1999   Portfolio Manager, joined Lord Abbett in 2003.

Eli M. Salzmann

(1964)

  Executive Vice President   Elected in 2006   Partner and Director, joined Lord Abbett in 1997.

Christopher J. Towle

(1957)

  Executive Vice President   Elected in 1999   Partner and Director, joined Lord Abbett in 1987.

Paul J. Volovich

(1973)

  Executive Vice President   Elected in 2005   Partner and Director, joined Lord Abbett in 1997.

James W. Bernaiche

(1956)

  Chief Compliance Officer   Elected in 2004   Partner and Chief Compliance Officer, joined Lord Abbett in 2001.

Joan A. Binstock

(1954)

  Chief Financial Officer and Vice President   Elected in 1999   Partner and Chief Operations Officer, joined Lord Abbett in 1999.

Jeff Diamond

(1960)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2007 and was formerly a Managing Director at Axia Capital Management LLC (2004 - 2006).

John K. Forst

(1960)

  Vice President and Assistant Secretary   Elected in 2005   Deputy General Counsel, joined Lord Abbett in 2004.

Michael S. Goldstein

(1968)

  Vice President   Elected in 1999   Partner and Portfolio Manager, joined Lord Abbett in 1997.

Lawrence H. Kaplan

(1957)

  Vice President and Secretary   Elected in 1997   Partner and General Counsel, joined Lord Abbett in 1997.

 

24


Basic Information About Management (concluded)

 

Name and

Year of Birth

  Current Position
with Company
 

Length of Service

of Current Position

 

Principal Occupation

During Past Five Years

Deepak Khanna

(1963)

  Vice President   Elected in 2008   Portfolio Manager, rejoined Lord Abbett in 2007 from Jennison Associates LLC (2005 - 2007). Mr. Khanna’s former experience at Lord Abbett included Senior Research Analyst – other investment strategies (2000 - 2005).

David J. Linsen

(1974)

  Vice President   Elected in 2008   Director and Portfolio Manager, joined Lord Abbett in 2001.

Elizabeth O. MacLean

(1966)

  Vice President   Elected in 2008   Partner and Portfolio Manager, joined Lord Abbett in 2006 and was formerly a Managing Director/Portfolio Manager at Nomura Corporate Research and Asset Management, Inc. (2000 - 2006).

A. Edward Oberhaus, III

(1959)

  Vice President   Elected in 1998   Partner and Director, joined Lord Abbett in 1983.

Todor Petrov

(1974)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 2003.

Thomas R. Phillips

(1960)

  Vice President and Assistant Secretary   Elected in 2008   Deputy General Counsel, joined Lord Abbett in 2006 and was formerly an attorney at Morgan, Lewis & Bockius LLP.

Randy M. Reynolds

(1972)

  Vice President   Elected in 2008   Portfolio Manager, joined Lord Abbett in 1999.

Lawrence D. Sachs

(1963)

  Vice President   Elected in 2010   Partner and Portfolio Manager, joined Lord Abbett in 2001.

Lawrence B. Stoller

(1963)

  Vice President and Assistant Secretary   Elected in 2007   Senior Deputy General Counsel, joined Lord Abbett in 2007 and was formerly an Executive Vice President and General Counsel at Cohen & Steers Capital Management, Inc. (1999 - 2007).

Bernard J. Grzelak

(1971)

  Treasurer   Elected in 2003   Partner and Director of Fund Administration, joined Lord Abbett in 2003.

Please call 888-522-2388 for a copy of the statement of additional information (“SAI”), which contains further information about the Company’s Directors. It is available free upon request.

 

25


Approval of Advisory Contract

At meetings held on December 16 and 17, 2009, the Board, including all of the Directors who are not interested persons of the Fund or Lord, Abbett & Co. LLC. (“Lord Abbett”), considered whether to approve the continuation of the existing management agreement between the Fund and Lord Abbett. In addition to the materials the Board had reviewed throughout the course of the year, the Board received materials relating to the management agreement before the meeting and had the opportunity to ask questions and request further information in connection with its consideration. The Board also took into account its familiarity with Lord Abbett gained through its previous meetings and discussions, and the examination of the portfolio management team conducted by members of the Contract Committee during the year.

The materials received by the Board included, but were not limited to, (1) information provided by Lipper Inc. regarding the investment performance of the Fund compared to the investment performance of one or more groups of funds with substantially similar investment objectives (the “performance universe”) and to the investment performance of an appropriate securities index, (2) information on the expense ratios, effective management fee rates, and other expense components, for the Fund and one or more groups of funds with similar objectives and of similar size (the “peer group”), (3) sales and redemption information for the Fund, (4) information regarding Lord Abbett’s financial condition, (5) an analysis of the relative profitability of the management agreement to Lord Abbett, (6) information regarding the distribution arrangements of the Fund, and (7) information regarding the personnel and other resources devoted by Lord Abbett to managing the Fund.

Investment Management Services Generally. The Board considered the investment management services provided by Lord Abbett to the Fund, including investment research, portfolio management, and trading, and Lord Abbett’s commitment to compliance with all relevant legal requirements. The Board also observed that Lord Abbett was solely engaged in the investment management business and accordingly did not experience the conflicts of interest resulting from being engaged in other lines of business. The Board noted that in recent years Lord Abbett had not used brokerage commissions to purchase third-party research, but had changed this practice in 2009, as it had previously discussed with the Board. The Board considered the investment advisory services provided by Lord Abbett to other clients, the fees charged for the services, and the differences in the nature of the services provided to the Fund and other Lord Abbett Funds, on the one hand, and the services provided to other clients, on the other.

Investment Performance and Compliance. The Board reviewed the Fund’s investment performance in relation to that of the performance universe, both in terms of total return and in terms of other statistical measures. The Board observed that the Fund’s investment performance was in the fifth quintile of its performance universe for the nine-month, three-year, and five-year periods, in the fourth quintile for the one-year period, and in the second quintile for the ten-year periods. The Board also observed that the investment performance was lower than that of the Lipper Variable Underlying Funds Mid-Cap Value Index for the nine-month, one-year, three-year, and five-year periods and higher than that of the Index for the ten-year period.

Lord Abbett’s Personnel and Methods. The Board considered the qualifications of the personnel providing investment management services to the Fund, in light of its investment objective and discipline. Among other things, the Board considered the size, experience, and turnover of Lord Abbett’s investment management staff, Lord Abbett’s investment methodology and philosophy, and Lord Abbett’s approach to recruiting, training, and retaining investment

 

26


management personnel. The Board also observed that in 2008, one of the Fund’s portfolio managers, Edward von der Linde, had resigned from Lord Abbett, at which time Jeff Diamond began assisting Howard Hansen, the Fund’s other portfolio manager, and with him exercised primarily responsibility for the daily management of the Fund’s portfolio. The Board also observed that in 2009, Mr. Hansen resigned from Lord Abbett, at which time Robert Fetch joined Mr. Diamond in exercising primarily responsibility for the daily management of the Fund’s portfolio. The Board noted that Mr. Fetch had a very strong long-term performance record managing the Lord Abbett Small Cap Value Fund. The Board determined that Lord Abbett had the expertise and resources to manage the Fund effectively.

Nature and Quality of Other Services. The Board considered the nature, quality, costs, and extent of compliance, administrative, and other services performed by Lord Abbett and Lord Abbett Distributor LLC (“Distributor”) and the nature and extent of Lord Abbett’s supervision of third party service providers, including the Fund’s transfer agent and custodian.

Expenses. The Board considered the expense levels of the Fund and the expense levels of the peer group. The Board considered the fiscal periods on which the peer group information was based, and noted that such periods ended before September 30, 2009. The Board noted that the expense levels of the peer group likely would have been different for periods ending September 30, 2009, due to the lower asset levels prevailing in the mutual fund industry during much of 2009. The Board also observed that the Fund’s transfer agency expenses were likely to decrease in 2010, as a result of renegotiation of the transfer agency agreement. It also considered the amount and nature of the fees paid by shareholders. The Board observed that for the year-to-date period ended September 30, 2009 (annualized) the contractual management and administrative services fee rates were approximately two basis points above the median of the peer group and the actual management and administrative services fee rates were approximately the same as the median of the peer group. The Board also observed that for the year-to-date period ended September 30, 2009 (annualized) the total expense ratio of the Fund was approximately twenty-one basis points above the median of the peer group.

Profitability. The Board considered the level of Lord Abbett’s profits in managing the Fund, including a review of Lord Abbett’s methodology for allocating its costs to its management of the Fund. The Board concluded that the allocation methodology had a reasonable basis and was appropriate. It considered any profits realized by Lord Abbett in connection with the operation of the Fund and whether the amount of profit was fair for the management of the Fund. The Board also considered the profits realized from other businesses of Lord Abbett, which may benefit from or be related to the Fund’s business. The Board considered Lord Abbett’s profit margins in comparison with available industry data, both accounting for and ignoring marketing and distribution expenses, and how those profit margins could affect Lord Abbett’s ability to recruit and retain investment personnel. The Board recognized that Lord Abbett’s profitability was a factor in enabling it to attract and retain qualified investment management personnel to provide services to the Fund. The Board noted that Lord Abbett’s overall profitability had decreased in its 2009 fiscal year, largely due to declines in market prices and shareholder redemptions. The Board concluded that Lord Abbett’s profitability overall and as to the Fund was not excessive.

Economies of Scale. The Board considered whether there had been any economies of scale in managing the Fund, whether the Fund had appropriately benefited from any such economies of scale, and whether there was potential for realization of any further economies of scale. The Board concluded that the existing advisory fee schedule, with its breakpoints in the level of the advisory fee, adequately addressed any economies of scale in managing the Fund.

 

27


Other Benefits to Lord Abbett. The Board considered the character and amount of fees paid by the Fund and the Fund’s shareholders to Lord Abbett and Distributor for services other than investment advisory services. The Board also considered the revenues and profitability of Lord Abbett’s investment advisory business apart from its mutual fund business, and the intangible benefits enjoyed by Lord Abbett by virtue of its relationship with the Fund. The Board observed that Distributor receives 12b-1 fees from certain of the Lord Abbett Funds as to shares held in accounts for which there is no other broker of record, may retain a portion of the 12b-1 fees from the Funds, and receives a portion of the sales charges on sales and redemptions of some classes of shares. The Board observed that, in addition, Lord Abbett accrues certain benefits for its business of providing investment advice to clients other than the Lord Abbett Funds, but that that business also benefits the Funds. The Board also noted that Lord Abbett, as disclosed in the prospectus of the Fund, has entered into revenue sharing arrangements with certain entities that distribute shares of the Fund. The Board also took into consideration the investment research that Lord Abbett receives as a result of Fund brokerage transactions.

Alternative Arrangements. The Board considered whether, instead of approving continuation of the management agreement, it might be in the best interests of the Fund to implement one or more alternative arrangements, such as continuing to employ Lord Abbett, but on different terms.

In considering whether to approve the continuation of the management agreement, the Board did not identify any single factor as paramount or controlling. This summary does not discuss in detail all matters considered. After considering all of the relevant factors, the Board unanimously found that continuation of the existing management agreement was in the best interests of the Fund and its shareholders and voted unanimously to approve the continuation of the management agreement.

 

28


Householding

The Company has adopted a policy that allows it to send only one copy of the Fund’s prospectus, proxy material, annual report and semiannual report to certain shareholders residing at the same “household.” This reduces Fund expenses, which benefits you and other shareholders. If you need additional copies or do not want your mailings to be “householded,” please call Lord Abbett at 888-522-2388 or send a written request with your name, the name of your fund or funds and your account number or numbers to Lord Abbett Family of Funds, P.O. Box 219336, Kansas City, MO 64121.

Proxy Voting Policies, Procedures and Records

A description of the policies and procedures that Lord Abbett uses to vote proxies related to the Fund’s portfolio securities, and information on how Lord Abbett voted the Fund’s proxies during the 12-month period ended June 30 are available without charge, upon request, (i) by calling 888-522-2388; (ii) on Lord Abbett’s Website at www.lordabbett.com; and (iii) on the Securities and Exchange Commission’s (“SEC”) Website at www.sec.gov.

Shareholder Reports and Quarterly Portfolio Disclosure

The Fund is required to file its complete schedule of portfolio holdings with the SEC for its first and third fiscal quarters on Form N-Q. Copies of the filings are available without charge, upon request on the SEC’s Website at www.sec.gov and may be available by calling Lord Abbett at 888-522-2388. You can also obtain copies of Form N-Q by (i) visiting the SEC’s Public Reference Room in Washington, DC (information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330); (ii) sending your request and duplicating fee to the SEC’s Public Reference Section, Washington, DC 20549-1520; or (iii) sending your request electronically, after paying a duplicating fee, to publicinfo@sec.gov.

 

Tax Information

For corporate shareholders, 100% of the ordinary income distribution paid by the Fund during the fiscal year ended December 31, 2009 qualified for the dividends received deduction.

29


LOGO

 

LOGO

 

This report, when not used for the general information of shareholders of the Fund, is to be distributed only if preceded or accompanied by a current fund prospectus.

Lord Abbett mutual fund shares are distributed by LORD ABBETT DISTRIBUTOR LLC.

 

Lord Abbett Series Fund, Inc.

Mid-Cap Value Portfolio

 

LASFMCV-2-1209

(02/10)


Item 2: Code of Ethics.

 

  (a) In accordance with applicable requirements, the Registrant adopted a Sarbanes-Oxley Code of Ethics on June 19, 2003 that applies to the principal executive officer and senior financial officers of the Registrant (“Code of Ethics”). The Code of Ethics was in effect during the fiscal year ended December 31, 2009 (the “Period”).

 

  (b) Not applicable.

 

  (c) The Registrant has not amended the Code of Ethics as described in Form N-CSR during the Period.

 

  (d) The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics as described in Form N-CSR during the Period.

 

  (e) Not applicable.

 

  (f) See Item 12(a)(1) concerning the filing of the Code of Ethics. The Registrant will provide a copy of the Code of Ethics to any person without charge, upon request. To obtain a copy, please call Lord Abbett at 888-522-2388.

 

Item 3: Audit Committee Financial Expert.

 

     The Registrant’s board of directors has determined that each of the following independent directors who are members of the audit committee is an audit committee financial expert: E. Thayer Bigelow, Robert B. Calhoun Jr., Franklin W. Hobbs, and James L.L. Tullis. Each of these persons is independent within the meaning of the Form N-CSR.

 

Item 4: Principal Accountant Fees and Services.

 

     In response to sections (a), (b), (c) and (d) of Item 4, the aggregate fees billed to the Registrant for the fiscal years ended December 31, 2009 and 2008 by the Registrant’s principal accounting firm, Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their respective affiliates (collectively, “Deloitte”) were as follows:

 

     Fiscal year ended:
     2009    2008

Audit Fees {a}

   $282,500    $282,500

Audit-Related Fees

   - 0 -    - 0 -
    

Total audit and audit-related fees

   282,500    282,500
    

Tax Fees {b}

   46,936    47,082

All Other Fees

   - 0 -    - 0 -
    

Total Fees

   $329,436    $329,582
    


 

{a} Consists of fees for audits of the Registrant’s annual financial statements.

{b} Fees for the fiscal year ended December 31, 2009 and 2008 consist of fees for preparing the U.S. Income Tax Return for Regulated Investment Companies, New Jersey Corporation Business Tax Return, New Jersey Annual Report Form, U.S. Return of Excise Tax on Undistributed Income of Investment Companies, IRS Forms 1099-MISC and 1096 Annual Summary and Transmittal of U.S. Information Returns.

(e) (1) Pursuant to Rule 2-01(c) (7) of Regulation S-X, the Registrant’s Audit Committee has adopted pre-approval policies and procedures. Such policies and procedures generally provide that the Audit Committee must pre-approve:

 

   

any audit, audit-related, tax, and other services to be provided to the Lord Abbett Funds, including the Registrant, and

   

any audit-related, tax, and other services to be provided to the Registrant’s investment adviser and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to one or more Funds comprising the Registrant if the engagement relates directly to operations and financial reporting of a Fund, by the independent auditor to assure that the provision of such services does not impair the auditor’s independence.

The Audit Committee has delegated pre-approval authority to its Chairman, subject to a fee limit of $10,000 per event, and not to exceed $25,000 annually. The Chairman will report any pre-approval decisions to the Audit Committee at its next scheduled meeting. Unless a type of service to be provided by the independent auditor has received general pre-approval, it must be pre-approved by the Audit Committee. Any proposed services exceeding pre-approved cost levels will require specific pre-approval by the Audit Committee.

(e) (2) The Registrant’s Audit Committee has approved 100% of the services described in this Item 4 (b)
through (d).

(f) Not applicable.

(g) The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant are shown above in the response to Item 4 (a), (b), (c) and (d) as “All Other Fees”.

The aggregate non-audit fees billed by Deloitte for services rendered to the Registrant’s investment adviser, Lord, Abbett & Co. LLC (“Lord Abbett”), for the fiscal years ended December 31, 2009 and 2008 were:

 

     Fiscal year ended:
     2009    2008

All Other Fees {a}

   $161,385    $155,939

 


{a} Consist of fees for Independent Services Auditors’ Report on Controls Placed in Operation and Tests of Operating Effectiveness related to Lord Abbett’s Asset Management Services (“SAS 70 Report”).

The aggregate non-audit fees billed by Deloitte for services rendered to entities under the common control of Lord Abbett for the fiscal years ended December 31, 2009 and 2008 were:

 

     Fiscal year ended:
     2009    2008

All Other Fees

   $ - 0 -    $ - 0-

 

 

(h) The Registrant’s Audit Committee has considered the provision of non-audit services that were rendered to the Registrant’s investment adviser, and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant, that were not pre-approved pursuant to Rule 2-01 (c)(7)(ii) of Regulation S-X and has determined that the provision of such services is compatible with maintaining Deloitte’s independence.

 

Item 5: Audit Committee of Listed Registrants.

 

    Not applicable.

 

Item 6: Investments.

 

    Not applicable.

 

Item 7: Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

    Not applicable.

 

Item 8: Portfolio Managers of Closed-End Management Investment Companies.

 

    Not applicable.

 

Item 9: Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

    Not applicable.


Item 10: Submission of Matters to a Vote of Security Holders.

 

    Not applicable.

 

Item 11: Controls and Procedures.

 

  (a) Based on their evaluation of the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days prior to the filing date of this report, the Chief Executive Officer and Chief Financial Officer of the Registrant have concluded that such disclosure controls and procedures are reasonably designed and effective to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to them by others within those entities.

 

  (b) There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

Item 12: Exhibits.

 

  (a)(1) Amendments to Code of Ethics — Not applicable.

 

  (a)(2) Certification of each principal executive officer and principal financial officer of the Registrant as required by Rule 30a-2 under the Investment Company Act of 1940 is attached hereto as a part of EX-99.CERT.

 

  (a)(3) Not applicable.

 

  (b) Certification of each principal executive officer and principal financial officer of the Registrant as required by Section 906 of the Sarbanes-Oxley Act of 2002 is provided as a part of EX-99.906CERT.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    LORD ABBETT SERIES FUND, INC.
    By:   /s/    Robert S. Dow        
    Robert S. Dow
    Chief Executive Officer and Chairman

Date: February 16, 2010

 

    By:   /s/    Joan A. Binstock         
    Joan A. Binstock
    Chief Financial Officer and Vice President

Date: February 16, 2010


Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By:   /s/    Robert S. Dow        
Robert S. Dow
Chief Executive Officer and Chairman

Date: February 16, 2010

 

By:   /s/    Joan A. Binstock        
Joan A. Binstock
Chief Financial Officer and Vice President

Date: February 16, 2010